Acatalepsy
by Argeiphontes
Summary: Alternate Universe. The mysterious abduction, disappearance, metamorphosis, and crimes of a teenage girl capture the attention of Peter Parker, when he realizes that she could be the key to unlocking the secrets that have been kept from him for so long. Or: How the world's two most extraordinary, unlikely, messed-up people fell in the most extraordinary, unlikely, messed-up love.
1. Prologue: Brave New World

_**Disclaimer:** I do not own any of the Marvel characters, concepts, places, etc._

_**Author's Note:**_

_Hi!_

_This is my first story on here! I've been working on it for nearly two years, though._

_This prologue may not seem to match the summary, but it's important in laying the foundation for the rest of the story. If it has a good reception, I'll post the first chapter soon!_

_In this story, the Chitauri invasion of New York took place maybe six months prior to the main events. The events of The Amazing Spider-Man are rather recent._

_**Rated T for: **some language, sex and drug references, moderate violence, and eventual underage substance use. _

**_Please, please, please review!_**

_ It would mean a lot to me, and feedback helps me improve my writing. _

_Thanks, and I hope you enjoy this!_

_~Argeiphontes_

* * *

**Acatalepsy (Noun): the real or apparent impossibility of arriving at certain knowledge or full comprehension**

**Prologue**

**New York, New York, Approximately 10 Hours After the Lizard Attack**

**Helicarrier Observatory**

Golden light diffuses throughout Manhattan as the sun rises. The city is half-gazed upon with scrutiny, as if its secrets can be seen from seven miles above. In all actuality, some secrets can be seen. Rubble is heaped in a pile on 57th Street. Slightly older damage is scattered throughout the cityscape.

The city's observer sighs. New York can't seem to get a break.

"Director," says a woman's voice. Nick Fury turns.

"Look at this shit," he grumbles.

The woman shifts her weight and continues, not responding to his comment. "The area around the OsCorp tower is off limits to the public, for safety and classification reasons, effective immediately."

He glares at her, the action unhindered by his lack of an eye. "Classification?"

"Well, it is protocol, sir."

He shakes his head. "You have no idea. No fucking idea."

She scowls. "Excuse me?"

Turning back towards the window overlooking the city, Fury says, "Things are changing, Agent Hill. We can't hide this shit from them anymore." He gestures at the streets below, " Everything we denied for decades- superheroes, aliens, the supernatural- It's all about to come out, and it's going to be one giant clusterfuck. The more we try to deny, the more we try to cover up- it's all going to make this mess worse."

Agent Hill's skin seems to be tightly pulled over her face, giving her a strained look. "Then exactly what," she speaks deliberately, "are you insinuating we do, sir?"

"I am insinuating that we tell the truth."

A bitter, brief chuckle escapes her breath. "They're not ready, Director. They'll never be ready. To tell them the truth would be to rock the very foundation of their world"

"They already know." His voice rises. "No, we didn't confirm that aliens attacked New York. And I understand, we're not going to confirm OsCorp's little Godzilla disaster. 'Protocol' and all that crap." He snorted. "The hell to protocol. They know. It's all over the news. Not the tabloids, the New York Times. The Wall Street Journal. The Washington Post. Even without our stamp of approval. They don't need that from us anymore. "

She purses her lips. "Well, then what do they need?"

"Protectors," he answers immediately.

"Then tell me, where were the Avengers last night?" Her words are scathing to his ears.

"Assembly is a hell of a lot harder than the instruction manual might lead one to believe," his words are just as sharp as her's.

Agent Hill crosses her arms. "The project's failed, Director. Those individuals are simply too... volatile."

Now, he's the one who appears to be strained. "'Volatile' saves lives. Your damn 'protocol' is useless, in that department."

Agent Hill holds a steady gaze with her superior. "While I'm sure others agree with your view, it doesn't change anything at the moment, sir. We've proceeded with the protocol for the OsCorp case. The area is off-limits to the public, as I mentioned before, and a cover has been produced."

"Which is...?"

"Terrorist attack."

Fury rolls his one eye.

"I will bring you updates, Director." Hill turns and begins to walk for the door.

"Don't bother," he grumbles.

She spins back around. "I'm sorry?"

"I'll get updates from the control center," he mutters only slightly louder, fingering his earpiece.

Hill crosses her arms. "Director Fury, I have always respected your judgement. But lately, it seems you've abandoned all reason. I get it, what happened in New York isn't what we've historically dealt with."

Fury opens his mouth to cut in, but she continues. "However, that is not cause to abandon all of our standards!"

She ignores the slow shaking of his head. "We can't tell the world the truth because the truth is dangerous. We have to stick with protocol, because the Avengers will fail you. It's not fair to put so many lives in the hands of such an incompetent few," she maintains. "We have to protect people, sir, not endanger them. I stand by that, and if you're not willing to hear it, I will keep my distance."

"Maria-" Fury starts.

She throws a file of papers into his hands, and begins to walk away. "Well, since you have such an affinity for extraordinary individuals, you might as well look into this. The kid's going to get himself killed, if someone doesn't intervene."

With that, she leaves.

Fury opens the file. The first document is the day's issue of a newspaper, and the headline reads: BIOLOGICAL ATTACK ON MIDTOWN MANHATTAN; SPIDER-MAN SAVES THOUSANDS.

S.H.I.E.L.D has pinned a copy of a passport to the paper. The photograph shows a brown-haired, brown-eyed, bored-looking teenager.

His given name is Peter Benjamin Parker.

Fury places the file inside his coat and turns back to the Helicarrier window, scouring the city as he was before.

"Protocol," he chuckled, quietly, bitterly. "Fuck protocol. It's a brave new world."


	2. Part 1: The Sinister Trench Coat

_**Disclaimer: **I do not own any Marvel characters, places, concepts, etc._

_**Author's Note: **Hey everyone!_

_So, the prologue got a few favorites, so I'm posting the first chapter! I swear, the prologue will end up being really important, even if it's a little dry and seemingly detached from the beginning of the story. Also, my interpretation of Nick Fury may have been heavily influenced by Samuel L. Jackson's character in Pulp Fiction..._

_Autumn, the character introduced in this chapter, is my reinvention of Felicia Hardy. The two are very different, however. When I tried to write the character of Felicia Hardy into earlier drafts, I felt that she was too flirtatious and not serious enough to ground the story. Thus, I created Autumn._

_**Reviews are always appreciated!**_

_~Argeiphontes_

* * *

**Chapter 1**

**Autumn Legler**

If there's one thing I've learned in a rather brief fifteen years, it is this:

Life remains in a state of perpetual motion, no matter what may try to hinder it.

An upbringing centered in midtown Manhattan has only strengthened my mantra. Current events have brought it from a theory to a law. When the city was leveled by aliens (or so they say) several months ago, people started rebuilding the next day. Though thousands died, eight million more lived, mourned, and moved on.

And even though the OsCorp tower was attacked by terrorists only two weeks before, even though my own school was damaged in the same attack (the largest terrorist attack on the City since 9/11), I am in school, like nothing ever happened.

It is a somewhat warm day in November, the sort of day where winter coats will leave one in a sweat but lighter jackets will leave one shivering in the wind. Like the twenty other students sharing the stuffy classroom with me, I am pretending that I am grounded on Earth, whereas my thoughts are among the stars. Students have drifted off in class since the time of the earliest schools, I am sure, but this year, the lack of attention seems worse than usual. I can see the clouded, glazed stares of the other students- signs that their thoughts are in places other than a small magnet school in Midtown. And who can blame them? How can anyone pay attention with very ordinary action unfolding outside the window and a very large hole in the ceiling looming over our heads?

And that's when I see him. Maybe a dozen yards away, all lanky and pale and riddled in a white trench coat. From far away, it's impossible to tell his age- he could be thirty, he could be fifty. Each step he takes is small, deliberate. Scowling, I think that it is odd. Midtown Science High School has a very strict visiting policy: The only people allowed on campus are students, teachers, and parents who have signed in. Even people just out for a pleasant stroll will be "politely, but sternly asked to leave". So, three sorts of people are encountered on this campus, and obviously, he isn't a student. He isn't a teacher either- it's a small school, and even though I'm only a Sophomore, I recognize everyone on faculty. So, logically, he's a visiting parent.

Except that the main entrance to the school is on the other side of the building.

His steps suddenly cease, and he stands there, still a good dozen yards from the building, but well in the range of visibility allowed by the window. And he turns, slowly, so slowly- his gaze shifts just as slowly- and meets my own gaze. No, he is not just looking at the classroom, he is staring at me, me in particular. My heart flutters, my head pounds. Something about him is vaguely creepy, uneasing. I want to tear my eyes away, but I can't.

Then, he winks, and the motion sends chills down my spine, tingles on the back of my neck. He shouldn't be there. He's up to something. Possibilities flood my mind, the dam of reasonability having been broken. I cannot be sure of anything, only that there is something definitely freaky about him.

The bell rings, and in a flurry of movement, books are gathered and the classroom is rapidly emptied. I'm left there, snapped out of my thoughts, taking my time to get my notes in order.

When I glance out the window again, the man in the trench coat is gone.

I do not see him again for the rest of the school day, but his image won't leave my mind. Perhaps it's just paranoia. As a whole, New York has been very paranoid lately. We were invaded by aliens that we didn't know existed. No wonder suspicions run rampant. And then, just two weeks ago, there was a strange biological attack. Not many details have been released, but a lot of people have reported a giant lizard.

And a guy in a spandex suit.

So, out of all the strange things that have happened lately, a man in a trench coat is hardly all too odd.

But, I can't shake the paranoia.

The school day ends, and I begin to walk the twenty blocks back to my apartment. I've only recently been able to take this route home. Up until a month ago, Third Avenue was blocked by a building that had collapsed in the invasion. I had to walk around the damage, taking a detour onto Park Avenue until they finally got it cleaned up. Even now, as I pass the site, I can see that it still isn't in perfect order. The street's pavement is cracked, with several dents on the surface and the occasional crater. It's closed off to motors, of course, and officers carefully watch the pedestrians as if aliens are still a lurking threat. I smile, bitterly. Even when the aliens were a threat, it wasn't the police who took care of it.

I rush for a crosswalk, spotting the green, walking man flashing. Ten seconds, maybe, and half of the block left to cover. Quickening my pace, I narrowly dodge the people who don't care if they get stuck at the light. I happen to like to get home as soon as possible. Five seconds now, and still a good deal left to run. Now, I'm nearly sprinting. Four, three, two, one-

Damn it. My feet halt right on the sidewalk's edge, as a red palm flashes in my face. The exertion from running has left me gasping for breath. I'm out of shape.

Then, I see the reflection in the store window next to me.

Damn it, damn it, damn it! I'm not just being paranoid now. What are the odds? A city of eight million people, and I see him?

The light changes to green, and I start jogging away, briskly and nervously, ignoring fatigue. He's following me. He's stalking me. He's a sexual predator. He's a serial killer. He is every evil thing ever to grace this universe.

Don't look back, I tell myself. Just keep moving.

I reach the door to the apartment lobby, and as I'm turning the door, there's a sudden flash of movement. Too late, I realize it's another person. Goddamn my clumsiness. I collide with the person, and the next thing I know, my book bag has fallen to the ground, and my books have scattered out. Before I can drop to pick them up, and silky voice interjects. "Allow me".

I stand face to face with the man in the trench coat.

Confusion instantly sets in. Wasn't he behind me...?

He crouches down, gathering the books together. "Interesting material," he comments. I just stand rigidly, not answering, trying not to show my fear. I can't get the pounding of my heart to stop. It's like a hammer, and it would be a miracle if he didn't hear it. "Advanced, too," he adds. Scooping the last of the books into the bag, he glances up at me. His eyes are dark, so dark, darker than the city in a blackout. "You're a promising girl, Autumn Legler".

I jolt the bag from his grasp. Cold as stone, I pass him, heading to the elevator without a word. But despite my demeanor of rock, I'm trembling inside, a full magnitude earthquake rocking my blood. The bile of fear rises in my throat; my stomach clenches like a fist.

My only coherent thought is "How does he know my name?"

By the time I reach my apartment, my breath is shaking and I've broken out in a sweat. With trembling fingers, I manage to lock the door. The sounds of a knife against a cutting board echo around the room. My mother glances up from the kitchen.

"Hi, honey".

"You're home early," I say, with a quiver still in my voice. It doesn't go unnoticed. Concern spreads across her features.

"I don't need to go into the hospital until later. Is everything ok?"

Six months ago, when the city was evacuated, my mother told me to stay strong, no matter what. "Don't panic, just use your head. Rationalize". Luckily, we got out before we saw anything we wouldn't have wanted to see, before any harm could befall us. It's very easy to rationalize from a Holiday Inn in Newark with a news feed in front of you. But even when we came back and came face to face with the devastation, she told me the same thing every day for months. "Be strong. Use your head. Rationalize". Allowing paranoia to get the best of me, so childishly, is not rational. I'm letting her down.

But she doesn't have to know that.

"Yeah, everything's fine," I say brightly. "I aced that calculus test I was so worried about. And I got that 'Tale of Two Cities' essay finished during study hall. My day was actually pretty good".

"I'm glad". She sets aside the cutting board, reaching to turn on the stove. "I'm making stir fry. If you're not too busy, maybe you can help".

The words are like slicing blades. My three AP classes: Physics, Chemistry, and Calculus- quickly overwhelmed me this year, leaving me with little time to spend with my mom or my friends- not that I have many. The last time I had a conversation with my mother this long was probably a week ago. Not great for two people living in a relatively small apartment together.

"Of course," I smile, picking up the knife. "Anything else you have left to cut?"I don't even bother to offer to cook.

"Carrots are in the fridge".

Five minutes later, the aromas of ginger, soy sauce, and cooking vegetables float around the room. The only noises are the chatter between me and my mother, and the soft hiss of the frying pan. The man in the trench coat still lurks in the back of my mind, but the immediate terror fades.

Until the minute my mother walks out the door after dinner, off to her job as an OBGYN at the Presbyterian Hospital. I feel like a pathetic child, left at home for the first time ever, as if I'm not fifteen years old and this doesn't happen more often than not. But my mother works all the way uptown, and there's a maniac after me! Despite myself, my eyes begin to sting. Stop it , I command myself. You're not going to cry. Not because you're scared, not because you're being stupid and your want your mother. Just stop it. Be productive.

So productive I am. I allow myself to fall into the lull of homework, the integrals and derivatives, fission and thermodynamics, the "Best of times" and the "Worst of times". And the second that's done, I crawl into bed, neglecting to wash my face or brush my teeth. I can't allow my mind to wander. I must do anything I can to quell the terror. Luckily, I'm exhausted. Slumber overtakes me quickly. And as far as I know, I do not dream of the man in the trench coat.

All is peaceful.

Until I wake up with the cold metal of a gun pressed against my forehead.


	3. Part 1: An Eviction Notice

_**Author's Note: **__Thank you so much for the reviews! I've decided that I'll update every Tuesday and Saturday from now on. _

_This is my first chapter from Peter's perspective. The chapters will alternate POVs. _

_Enjoy!_

_~Argeiphontes_

* * *

**Chapter 2**

**Peter Parker**

It's kind of funny when people run away.

You'd think a guy in a spandex suit wouldn't be all too threatening. But these guys seem to think differently. They're in the alley, the three of them. Money and a ziploc bag filled with something leafy and green change hands.

I've either found some spinach dealers, or more likely, drug dealers.

I drop off the alley wall silently. "Hey," I say, making my presence known. The men all glance up. For one moment, they're just still, gawking at me, startled.

Then, they run.

"Come on, I don't smell that bad, do I?" I shout after them. No reply. I sigh. Well, it doesn't exactly help my investigation, but at least they dropped the bag. I wrap it in a few layers of silk and shove it into a garbage can.

I could go after them, I guess. I could easily catch up to them using my webs. But I don't really feel like it. The threat of dawn will linger overhead soon, bringing Aunt May's suspicions and wrath with it if I'm not careful. It's a closely guarded secret: New York's friendly neighborhood Spider-Man has to be home in time for breakfast.

With a slight running start, I leap onto the wall. Using the smallest, most non-existent cracks, I climb upwards. Once I looked at my fingertips under a microscope. Sure enough, there were millions of fine, hooked hairs on each finger, invisible to the naked eye. It makes me dizzy to think about it too much- the transformation that took place in each cell, the complexity of the whole thing, the decay rate algorithm, the fact that I'm the only one like this...

The wall leads to the flat roof of a building, overlooking a bustling street below. This height used to frighten me. Now, it fuels me, propels me on through the darkness. With a simple flick, I shoot the web across the street, onto a lampost. I leap, and for one second, there's the ground hurtling towards me before the web reaches its full length and I'm suddenly swinging upward. Then, there's the peak momentum- enough to send me spiralling through the air with all the swift movement of a torpedo- before I must shoot a web down again and continue the motion.

But that one gravity defying moment, at the end of each swing, is more than enough.

The streets fly by rapidly: 85th, 84th, 83rd, 82nd-

I shouldn't. I promised myself I wouldn't. I promised a dying man that I would avoid it at all costs.

But that hasn't stopped me from sitting at the fire escape at 15th West 81st street every night for the past two weeks.

I never let myself stay too long; I never let her know I'm there. I mean, it's creepy. I sit outside her window, listening to her. She keeps the blinds drawn all the time now.

She didn't used to.

It doesn't matter. I don't need to see her to feel the heartbreak- hers and mine. I hear her sobs, and I know that it's because of me. It's because her father died saving me. Because I left her when she needed me the most. Because I created the monster responsible for this disaster.

This doesn't make me stop wanting we, not for a single second. I haven't forgotten her laughter, that gorgeous smile, her smooth blond hair through my fingers, the curves of her waist, her hips, her chest, her soft lips against mine...

For five minutes, five brief minutes, five eternally long minutes, I sit there and listen to the sobs.

I've stayed longer, when I can bear it. I've left almost immediately, when I can't.

But tonight, I get five minutes, and then I leave, silently, as stoically as I can manage

New York needs a hero, not a heartbroken teenager.

* * *

In heavy traffic, it can take well over half an hour to get back to Queens from the city. Tonight, the traffic isn't that heavy. It usually isn't at four in the morning, but with New York, you can never tell. A large truck passes. With a strand of webbing, I swing onto it. That is how I ride the entire 59th street bridge, and a few streets into Queens. Then, I have to jump off and swing home by tree. Admittedly, it's more difficult that way. I'm a spider, not Tarzan.

I always leave my bedroom window unlocked, so I can easily get in. If I entered through the door, I'd wake Aunt May. So I swing onto the window ledge, and I'm about to wrench the window open when something catches my eye.

It's a piece of paper, crisp and white, folded up neatly and taped to the window.

Weird. I remove it and gently unfold it. With each word I read, a sinking feeling grows.

_We know who you are, Peter Parker. We are asking you once to give up your identity. If you fail to do so, we know who to hurt._

That's all it says.

No signature, no address, nothing.

For a second, all I can hear is the pounding of my heart, the trembling of my hands against the paper. Captain Stacy told me this would happen. I thought he was just a worried father, trying desperately to protect his daughter on his deathbed. I thought maybe, someday, if nothing happened, I could see Gwen again. And now, because of three messily written sentences, that can never happen.

And I don't even know who's doing this to me.

But I know what I need to do about it.

I take all the books out of my bookbag and replenish it with several changes of clothes. I made a bit of money working last summer, and that goes in the bag too. Rapidly, I begin to toss more items into the bag, anything that I could need. Deodorant. Batteries. Extra web cartridges.

And then, I gather up the papers that make up my father's work, because there's no way I'm going to leave that. As I'm fitting them into his old briefcase, I notice something.

The spacing of the lines, the neatly printed border- other than the slight yellowing from age, my father's papers are identical to the ominous note.

I make a slightly strangled noise.

Godammit!

A single crazy person going after me, that I could handle. An entire pharmaceutical company with unlimited resources?

I'm screwed.

I don't say goodbye to Aunt May. I want to, I really do, but I'm not sure I can handle it. It'd be too painful. She's already lost Uncle Ben. And now, I'm leaving her. By herself. With no one to take care of her. I might as well just pitch her off the top of a building.

Damn it, I'm a terrible person.

I tell myself this is better than her getting hurt because of me. A hero needs to be able to protect the ones they love. If they can't even do that, then they should just give it all up. But I can't give up Spider-Man. I've made too many promises. I made a promise to Uncle Ben, to avenge him. I made a promise to the city, to protect it, to be its hero.

They say there are other heroes in New York. That's laughable. If there were, I could burn my mask in the fireplace. Weeks on the streets have assured me: I'm all alone. This is my blessing, my curse.

So, I don't say goodbye to Aunt May, but I leave her a note. At least I have that shred of decency.

_Dear Aunt May,_

_I'm so sorry. I'm so sorry for all of this. But I have to leave. I'm not sure how long I'll be gone. It could be a while. Please, just tell school that I'm visiting family out of state, or that I transferred, or something. And please don't call the police. Trust me, things are best this way. For everyone. At least for a little while. I can't tell you where I'm really going. I want to, believe me. But I really, really can't. It's not safe. Just know: this is urgent. I don't have another choice. And this is to protect you. I don't want to leave you, especially in such a difficult time. This is the last thing I want to do. Just remember that, ok? And remember that I love you. I love you so, so much. Thank you for everything- for raising me, for being my mother, when I didn't have one, for being there for me._

_Love, Peter_

After posting the note on her bedroom door, I collect my bags and slip away into the early morning shadows. Return is tentative; my whole future is tentative, but at least I have the consolation of knowing that I'm keeping her safe.

**But "safe" is a relative term. **


	4. Part 1: A Harrowing Night

**Author's Note: **Thanks for all the reviews, favorites, and follows this far! I'm snowed in for the next twenty-four hours, so there might be another update coming soon...

**Chapter 3**

**Autumn Legler**

"Don't scream," a menacing, male voice growls. "Or I'll pull the trigger".

_Don't scream._

I drive my teeth into the flesh of my cheek to refrain from doing so. Even when the dull, nauseating taste of blood fills my mouth, I do not release my grip.

"Get up!" He removes the gun from forehead, and slams it into my cheek. The pain resonates, numb and vivid all at once. My instinct is to flinch and withdraw, but I have common sense. I may not be experienced in the art of handling myself at gunpoint, but one thing seems very certain: I'm going to do whatever this man makes me do.

So, I slide out of bed.

Does my mother know this man is here? I suck my breath in as the horror dawns on me: he could have already shot her. Or she could be next.

The man slides the gun down until it presses against the back of my neck, frigid against my skin.

Then I remember: my mother's working at the hospital. I let the breath out. Forget me; at least she's safe.

"Are you afraid, Autumn Legler?" His words are serpents: hissing, dripping with venom.

I squeeze my eyes shut, bite my lip, and breathe terse staccatos.

"Well? Answer me!" He jams the gun against me.

"No". I am a mewling kitten. I don't see his hooded face, but I sense his sneer, his amusement.

I swallow down bile.

"Aren't you a brave little girl?"

I clench my teeth.

"Come on". He jams the gun against me again. "Fire escape. Now!".

He marches me towards the door, then reaches around me to open it. The biting gust of night wind blows my clothes, my hair around me. Pinpricks rise on my arms; my teeth chatter.

But he doesn't care. He has no reason to care. Perhaps, in his eyes, I'm lucky he hasn't already shot me, my wellbeing be damned.

Robotically, he marches me down the stairs.

Step.

I tremble. My death is imminent. I know it is.

Step.

I'm not going to cry. I'm not going to give him that satisfaction.

Step.

Damn it! My eyes sting. My vision blurs. My cheeks feel wet.

Step.

Does this have anything to do with the man in the trench coat?

Step.

What will my mother do when she realizes that I'm missing?

Step.

Is this even real?

Step.

Stop being an idiot, Autumn. Of course this is real.

Step.

What's that smell? It's putrid, dizzying, nauseating.

Step.

There's a cloth in his hand.

Step.

It's over my mouth now.

I thrash against it, gasp for breath, try to wrench away, all to no avail. The rancid musk curls down my throat, fills my trachea, stings my nostrils and lungs.

I see stars.

That's funny. The stars can't be seen from Manhattan.

I'm spinning. I think.

No. I'm still. But I'm dizzy. I'm falling.

The world goes black before I hit the ground.

I've died. I've died and I've gone to heaven. Everything is white, so blindingly white, whiter than paper, whiter than snow. No, now there's black, solid black all around. Black ceiling, black walls, absorbing all light and hope. Now, as my vision focuses, I can see that the only white in the room is the fluorescent light centered on me, leaving me exposed and defenseless to whatever awaits.

I'm not in heaven, but where am I?

I try to move my hand to my face, just to make sure I'm still substantive. But my hand won't move. There are restraints, I can see now. My hands, my arms, my legs- they're all bound to a cot.

My heart pounds, deafening in my ears.

I suppose I could struggle. But it's futile. I'm weak. There's no point in struggling.

I was vapor, but now I'm condensing. My bindings allow me just enough movement to turn my head to the side, to see the rest of the room.

A rack of medical instruments looms over me: scalpels, needles, various hooks and knives, all scintillating and silver.

A tremor racks my body.

I turn away from the tools, but only to face more medical equipment, of even greater depravity: an IV, a ventilator, half a dozen more with purposes I can only imagine.

_It's only a bad dream_, I reassure myself. I shut my eyes, allow myself to fall back into the cot.

But when I open my eyes again, I find that my scenery has not changed.

My chest heaves as I swallow for air that I seem unable to consume.

Metal doors swing open cacaphonically. _Of course_, the man in the trench coat enters. However, the trench coat has been replaced with a lab coat. But there is no mistaking the man.

He is flanked by several men and women in scrubs, all of whom immediately flock to the medical instruments and begin to prepare them.

I don't want to watch them clean the instruments, but I can't look away. The terror washes through me. It's for _me_. Those things are going to slice through _my_ skin, into _my_ body, into _my_ flesh...

Once, twice, I blink.

_Rationalize._

But my heartbeats are spiralling out of control, and I know there is no way to reign them in.

My hands tremble as I watch the man sit at a computer, and absorb himself in typing up notes. The words are indiscernible to me, from my distance.

A thousands "_Whys?"_ echo within the confines of my mind. Nothing is so frightening as the unknown, not stalkers, nor guns, nor needles nor bindings. I yearn for an explanation, _any_ explanation, but to these people, I am merely furniture. For an eternity, I go ignored, left with the terrors of my imagination as my only consolation.

Finally, that son-of-a-bitch turns away from the computers and addresses me. "What a fine evening it is, Miss Legler, _no_?"

That's all it takes to break me.

"What the _fuck_ are you doing to me?" My voice quivers, and the first tears drip over my eyelids.

An indent forms in his brow. "Is that how this appears to you?" He shakes his head, disappointed. "My dear, I plead you: do _not_ go about this the wrong way."

"Then let me go!" But my sobs catch in my throat, and any formidability my words might have carried is lost.

He sighs. "I'm afraid that's impossible, Miss Legler".

I shudder, and I try to steady myself, but to no avail.

I try again."What are you doing to me?"

"That's classified information".

_Of course it is._

Sharply, I inhale.

Rationalize. Rationalize without a reason.

I exhale.

"Why?" I whisper.

He ignores me, turning back to his computer.

Loudly, I reiterate, "_Why_?"

An exasperated breath leaves him. "Please allow me several minutes to address the subject. Privately."

The assistants nod and promptly exit.

Once again, he rises and nears my bedside.

"We haven't been properly introduced, have we?"

I don't respond.

"I am Dr. Stefan Harrow, head of genetics at OsCorp."

I blink.

OsCorp.

I know students at my school who intern there. Somehow, the pharmaceutical company has always repelled me. Perhaps it's the way the tower looms over the rest of the street, seemingly absorbing shadows. Perhaps it's the strange and reclusive owner of the company, Norman Osborn. And perhaps it's the company's involvement in the biological catastrophe that stuck Manhattan only two weeks ago.

_OsCorp_. The thought bitters my mouth.

"Dear, are you alright? You look ill. Shall I fetch a paper bag?"

I try to shake my head, but my restraints will not allow the motion.

This time, my question is a plea: "_Why are you doing to me?_"

His face turns to stone. "Not _to_ you._ For_ you."

Hysterics bubble in my chest. "_But I haven't consented to anything!_"

Harrow glances at his notes. "You are fifteen years old, correct?" Before I can confirm, he continues. "By my understanding, you are a minor. We do not need your consent, as long as we have the consent of a parent."

"There's no way my mother would agree to this!" Now, I strain against the bindings, foolishly, futilely.

_She wouldn't, would she?_

The hopelessness crashes upon me: I_ have been betrayed._

I fall flat against the cot.

"Just one answer, please," I beg, letting the tears come. "Anything, just tell me _anything_."

His face shows no hint of expression. "I will tell you this."

I can nearly see my anticipation in front of my eyes.

"One day, you will thank me for what I am about to do."

And he turns on his heel and walks out the door.

"Wait!" I shout after him. "_Wait!_"

The assistants enter again, picking up their tools. They near me, blocking out the blinding white light overhead.

"_Let me go!_" I shriek. "_Let me go! Let me go!_"

An oxygen mask is closed over my mouth and nose.

"_Let me go!_" The words are muffled now. "_Please, please, let me go..._"

As oblivion sets in, I reiterate: "_Let me go..._"

But I'm speaking to just that: oblivion.

Consciousness dissipates, taking my words with it.

"_Let me go._"


	5. Part 1: Embracing the Other Side

**Author's Note: **Still snowed/ frozen in. Screw the Midwest. Anyway, enjoy and please R&R!

~Argeiphontes

* * *

**Embracing the Other Side **

**Peter Parker**

It seems so long ago. I was chasing some thugs, and I fell through the roof of an abandoned wrestling gym. And it was there, stiff on the ground, unable to move, that I decided it would be a good idea to get a mask.

Was it really only a few weeks ago?

It already could be my territory. After the Lizard incident, a weird phenomenon hit the streets of New York. Any flat, uncovered surface: walls, pavement, ceilings, stairs, were marked with my emblem. The spider. Normally, graffiti pisses me off. It pissed Uncle Ben off. Especially on his bridges. I think that's the angriest I ever saw him get, when he saw words splattered all over his bridges.

But it's hard for me to be pissed off by something so flattering.

The gym is by far the most impressive display. The whole painting is nearly ten feet high. A lump forms in my throat.

The doors are all boarded up, so there's only one place to enter. Rather embarrassingly, that one place is the hole I made when I fell through the roof.

Well, at least the building is secure.

I slip through the hole and calmly allow myself to fall. My feet hit the ground lightly. Sometimes, it seems like I defy the laws of physics. I scowl as I examine the room. I forgot how dark and... well, abandoned the place was. Cursing under my breath, I think to myself that it would have been great if I'd brought flashlights.

Screw it, there's no turning back now.

Only a sliver of light that seeps through the hole illuminates my work. First, I weave strands of web across the building, at about shoulder height. If I can't see my way around the room, at least I'll be able to feel it. Then, I find two beams that support the roof. Between them, I manipulate an intricate web design until it's broad, flat, and somewhat resembles a hammock.

Then, I flop down on the make-shift hammock, not from physical exhaustion, but from mental exhaustion. Too much has happened too quickly.

Has Aunt May found the note yet?

Will it make her cry?

The guilt weighs down on me like a thick mist.

I'm a bastard.

I shouldn't do this.

I can't do this.

Why am I doing this?

I know why, and I hate it, but it doesn't matter.

Will anyone at school miss me? Will they wonder?

What will Gwen think?

I shake my head. I need to focus. I can't let this get in my way.

I get up like a dead man rising from the grave.

There's a small, skinny guy and a hulking truckload of boxes. He struggles with each box, carrying it into a drugstore. After each load, he's left sputtering and gasping for air.

"Need help?" I ask.

Nervously, he doesn't meet my eyes. "Oh, um, no, that's ok. I've got it". He heaves up another box with his sticklike arms, but this time, the weight is too much. His arms buckle, the box falls, and out spills nearly a hundred packeted sandwiches. A curse escapes his lips.

But I'm already on the ground, shoveling the sandwiches back into the box.

"No, uh, you don't need to do that," he stammers. "I've got it".

He doesn't sound like he's got anything under control.

I shake my head. "It's fine. Seriously".

"No, I, uh, I've got to pay you," he protests.

"It's fine ," I repeat.

"No, it's store policy. If you help a staff member-"

"Just give me this box," I blurt out.

He gives me a quizzical look. But he wouldn't understand. I have only a little bit of money. I was planning to buy food, and to not worry about my limited budget until it became an immediate issue. A box of sandwich packets could last me weeks.

"You can't sell damaged goods, right?"

He glances at the store. "Yeah."

I put the last of the sandwiches into the box. "I'll help you with the rest of the boxes. Don't worry about paying me. I, um, help with a food drive. It'd be great if I could just take these as a donation".

He shrugs. "They're yours, then".

"Thanks". I lift one of the intact crates and start moving it towards the store. To me, it could weigh only a few ounces, but more likely, it's close to a hundred pounds. It's very obvious how a small guy would have trouble lifting it. I would've had trouble lifting it before I was bitten. But now, I can lift each box with ease, and after nearly twenty of them, I feel not even a hint of exhaustion.

Even when I'm carrying the broken box all the way back to the gym, I don't tire.

Tonight, approximately 501 crimes will be committed in New York City.

As always, my work is cut out for me.

So, I'm suited up, and I climb to the roof of the gym. And from there, I leap, allowing my instincts to take over. I'm plunging downwards, but the web's already been shot, and now I'm wildly swinging towards a skyscraper. Of course, I nimbly dive out of the way, spiralling in the air. This isn't a labor for me. It's merely a reflex.

It doesn't take me long to find Trouble. It never does. Right now, Trouble comes in the form of two lovely young gentlemen pulverizing each other's faces on the lower East side.

I allow myself to drop right between them. Right between two pairs of flying fists. I catch both with a simple block of my wrists.

"Hey! We're going to break it up now!" I announce.

One guy glares at me. A steady stream of blood trickles from his nose. "We weren't doing anything wrong!"

"Sure. There's nothing wrong with smashing people's faces in".

By now, a crowd has gathered around us. I roll my eyes. This always happens, even over the tiniest things. People will do anything to get a glimpse of New York's most famous masked vigilante at work. And that's an issue. Crowds just get in the way. And they attract more attention. And more attention attracts the police.

"You boys behave yourselves," I say, perhaps more seriously than I need to.

And then, I'm dashing into the backstreet, out of the public eye.

It's necessary to get out of sight before the police show up. It doesn't matter that I'm trying to help, and that I'm getting pretty good at not hurting anything while I'm doing so- they'll still gladly arrest me. I'm an unknown. Potentially dangerous. I'm even taking their jobs. No wonder they hate me.

If only Captain Stacy hadn't been killed...

The police don't end up showing their faces, or at least I'm well out of the way by the time they do. I guess things have calmed down enough that a Spider-Man appearance isn't something for people to lose their shit over. And I'm ok with that. Sure, it means having to deal with trivial things like two guys fighting each other in plain sight, but...

If I hadn't stopped them, it probably wouldn't have gotten bad. Sure, they'd go home battered, covered in bruises, maybe with bloody noses and black eyes, but other than that, it'd be two young guys being stupid, no harm done. But there's always that chance. The chance that one of them has a knife or a gun tucked just out of sight. The chance that something escalates, that something's misunderstood, that someone's brother or son or nephew or grandchild is killed.

I've learned not to take that chance.

Suddenly, a tingle fills my body, like someone lit a spark on me. I'm alert, apprehensive, only sure that danger is imminent.

So when the bullet flies at me, I'm prepared. I dive out of the way, towards a wall. I find an infinitesimal hold and start climbing. Another bullet spirals to my left. I flinch away at the last second. I have to keep moving up. It will make me harder to hit.

I don't look down until I reach the top of the wall. Below me, I see a single figure, hulking and daunting, dark blue uniform stretched over bulging muscles. A large hand grips a sleek pistol, aimed levelly at me.

"Come down here and fight like a man!" he growls.

"I suppose you won't come up here and fight like a spider, then?"

Unfortunately, he doesn't seem inclined to do so. The gunshot that follows confirms my suspicion. Time seems to slow down. Seconds are like the lazy ripples of a pond, rather than the rapid motion of a river. I can trace the bullet's path. It's going towards my head. So, I lean over. It flies over, lodging itself in the side of a building maybe a dozen yards away.

But I'm teetering.

I'm too close to the edge. My heels meet empty air.

Shit.

I've never lost balance. Not since the bite.

I flail about, desperately looking for stabilization, and finding none.

And so I plunge backwards off the wall.

Twisting in the air, I try to find the balance I lost just a second before. I flip once, twice. Unscathed, I hit the ground.

My adversary wastes no time, now that I'm in his domain. He lunges at me. His large hands grasp for my throat. I spring out of the way.

For a big guy, he's fast. He's back on his feet and throws a fist at me. I dodge, hook the arm, and thrust it back into his face. A startling crack rings out. He grunts, but appears unhindered. His next blow hits me right in the chest.

It's like I'm in the bath, and someone decided to drop a toaster in there with me. The electric current courses through my body, my veins, even my heart. I gasp for breath, resisting the urge to crumble to my knees.

I can't let the pain distract me. If I do that, I've lost. Swallowing down the sparks, I flip backwards, using his broad chest as a launching board. There's an "Oof!" as he falls over, followed by the dull metallic ringing of my feet hitting a dumpster as I land the flip. I lean over, just to get a better look, as he lies sprawled on the ground.

My breath catches in my throat as my eye catches the emblem on his shirt.

The shining "O".

In his hand lies an odd device, like one of those electric-shockers eight-year-olds use to prank each other . It too, is inscribed with the logo, incase there was any doubt.

Apprehensive, but still morbidly curious, I pick it up. The man stirs.

I don't think I've ever gotten out of a dark alley so fast.


	6. Part 1: Metamorphosis

**Author's Note**: So, here's the Saturday update! Enjoy! And if you have the time, please R&R!

**Metamorphosis**

**Autumn Legler**

I figured oblivion wouldn't bring so much agony. I figured it would be just that: oblivion. Numbness. No feeling. No sensations. Nothing.

I was so horribly, laughably, terribly wrong.

There's a figure with unidentifiable features. It looms over me, sneering, flexing its power over my helplessness.

Suddenly, pain erupts, blooms in my chest like the unfurled petals of a flower. A spark is lit on the end of each nerve. The pain is unrelenting, can't be quenched, won't be quenched. There is a wave, yes, a wave, and as it washes over me, it brings such infernal heat. Nothing to see, nothing to hear, just the sensation of anguish. Maybe I scream, but I can't tell. The fire spirals through me, scorching everything down to the cell, leaving behind only char.

I scream again, and I'm more sure of it.

And the figure leans over, white coat against a red inferno, smirking.

"I thought you were a brave little girl, Miss Legler. This isn't too much for you, is it? Can't you handle a little pain, especially for the benefits?"

MAKE IT STOP.

This is my only plea.

Harrow shakes his head slowly.

"Oh, Miss Legler, I'm afraid that's impossible".

PLEASE. PLEASE!

"Please, try to relax. This is all for your own good".

IT BURNS...PLEASE...STOP IT...STOP...

I'm fading, and so is he. The fire seems to consume him before a final wave crashes over me. There is one last burst of torridness, and then, all is extinguished.

There was burning, but now, there is an unfathomable frigidness. Everything is slipping, slipping through my fingertips, slipping away... Where there once was a red inferno, there is now something that is either black or white, but impossible to tell which. My heartbeats, which were alive with the flames, begin to slow.

Thump.

Thump.

Thump...

And then, the rhythm slows to the point where it's all but ceased, and I can't believe I'm still alive. Am I? I chuckle bitterly. How many times have I asked that question recently? And what is alive, really, and what is dead? It's just like Schrodinger's Cat: I cannot ascertain as to whether I'm alive or dead, so rather, I exist in a fragile state where I am both all at once. And only outside interference will shatter that condition.

But what does it all matter? I'd rather be dead, to be blunt about it. There's no more point to denial. I'm not a brave little girl. I cannot cope with this. I'd rather this all just cease, and experience oblivion, true oblivion.

My heartbeat is so slow now, nearly non-existent. So close, death is. So tantalizingly close. There's that beautiful chance, the opportunity to ensure that I never have to experience that burning again.

And so I pray:

PLEASE. TAKE ME.

I am not religious, and I'm not sure a prayer has ever left my lips in my life.

Except for now. Now, I pray.

DO NOT LET ME LANGUISH.

TAKE ME!

But my cries are not heard. They fall into the void around me, out of my grasp. And suddenly, I'm being pulled, torn away from from the near-death sensation. My heartbeats reawaken with vigor, but no burning.

Evidently, I am not to be taken.

I am to be returned.

I think I'm back in the real world, but I'm afraid to be certain of anything. My eyes are shut, and I soon find that to open them would be too great an effort. But my ears are open, not that there's much to hear. Just beeping, mostly- if that's my heartrate, at least it's steady. Through my fingertips, I feel sheets- crisp, almost like paper, the sort of sheet that encourages you to sleep lightly and uncomfortably, rather than the sort of sheet that invites you to a night spent in a sound slumber.

There are footsteps now. They draw nearer and louder with each passing moment. After what seems like an eternity, I hear a door click open. At once, the familiar stench of cologne hits me. The dislike grasps me immediately.

If only I had the strength to open my eyes to unflinchingly meet his gaze, to show him that I will not accept what has been done to me, that he has no power over my mentality, but most of all that I'm not going to cower in his wake! Furthermore, what if I could muster the power to lunge at him, to retaliate, to cause him the same pain he caused me?

But a brief struggle reassures me that I'm bound to a cot once again, and that my eyes refuse to open.

"I presume her condition is stable?"

I freeze.

That was not Harrow who spoke. The voice has a thick accent, Indian.

He is not alone.

"Yes. There were a few..." the pause is uncomfortable, to put it lightly. "Close calls, I guess you could say. But Richard was an expert. She's over the hurdles. She'll be fine now."

"Good," the accented voice replies curtly. "We've put in millions of dollars and nearly twenty years of research. It would be a shame if it were to go to waste".

Two revelations crash upon me.

One: All this, the fact that it was me, was almost certainly not random.

Two: I'm nothing to them but time and money.

"Well, she's fine. Better than fine, actually," Harrow reassures him.

"Good. Alert me when she regains consciousness". And then there are footsteps, the opening and slamming shut of a door as the other man leaves.

Well.

It seems to me those two lovely gentlemen have gotten their two cents into this.

Maybe it's time for me to get mine in, too.

With a single burst, like a fireball spiraling wildly and exploding against a stone wall, I flick my eyes open.

I'm instantly overtaken.

It's all sensation, full and robust, slamming into me like bricks. Colors are crisper, brighter, each difference in shading prominent, each little detail salient, to the point where all the details together demand more attention than I can give at once. And that's just visual. Now that I'm fully aware, I can hear murmuring, obviously quiet but somehow still painfully loud. Trying to scan my surroundings, I realize that there's no source of these noises. There is only a regular medical recovery room, occupied only by Harrow and myself.

I come to the conclusion that I'm hearing through walls. Thick, soundproof walls.

And the smell! Harrow's putrid cologne is a thousand times worse now. It seeps into me, an intense muskiness that makes my eyes water, mixed with the odors of medicines, antiseptic materials, and... My own blood?

I could retch.

And to top it all off, the crisp cot sheets seem to be grained, barbed even, irritating to the lightest touch. But how can that be, when it is simply an ordinary sheet?

I just want to revert into that horrid oblivion, because even that is preferable to this sensory overdrive.

But I can't retreat, so I do the only other thing possible.

I scream, the scream of a murdered person, suffering something worse than any creature should ever have to endure.

Harrow wheels around from his computer, startled. "What is wrong? Are you in pain?"

If I didn't know better, I'd think he was actually concerned.

I shake my head, try to relax myself, but find that I must still be bound, because I cannot move my limbs.

"The sensations," I gasp.

His face seems to light up. "You've noticed your enhancements?"

Enhancements? That's what this is? This discomfort? Enhancements?

I can't help it. Tears begin to well in my eyes.

"Dear, what is wrong?" the sympathy is so obviously feigned.

"You're a monster," I choke out. "you're a fucking monster!"

Maybe I could be vitriolic, if I weren't wailing like a child.

"I'm sorry you feel this way, Miss Legler," he says solemnly. "I'm sorry you're so blind".

Blind?

Blind!

The rage surges through me, and I come to a conclusion.

I have to get loose.

Harrow turns back to his computer and goes about typing up his notes.

The bindings are tight, no doubt. But if I suck in my breath, there's just the tiniest bit of room.

I urge myself, exhort with all my will, to swallow down the sensations and focus.

I've never been flexible. Not in the least. I couldn't even manage a cartwheel. But somehow, that inch of extra space is enough. I rotate my shoulders back and slide an arm out, slowly, as to not alert Harrow to what I'm doing. With one arm out, there's more room to free the other. I still work slowly, but it is easier.

And now comes the tricky part. With a deliberate wiggling motion, my legs slide out, inch by inch.

And then, the bed creaks.

My breath catches.

Harrow turns.

The sheet is over me, concealing my unfettered limbs. He glances over once.

And slowly, he turns back around.

I release the breath.

And then, more slowly than before, I go about my work, until my last toe slides from under the bindings.

I lay there, victorious. Mentally, I laugh.

Take that, you bastard!

But now what?

I'm free, but I cannot go anywhere. When Harrow leaves, the door will be locked. And who knows what he'll do when he realized I've escaped his bindings? And meanwhile, I cannot look straight for too long without getting dizzy. The sensational overdrive is improving, but slowly. I can't allow myself to hesitate. That brings a fluttering, rapid heartbeat, unrelenting nerves. So I tell myself: Keep thinking through this. Keep your mind busy.

At that moment, Harrow rises from his desk. "Well, Miss Legler, I hope you won't mind if I give you a brief physical examination?"

Shit.

"What choice do I have?" I spit out, trying to mask any anxiety, fear, or guiltiness my voice might betray.

He sighs. "Dear, you insist on making this so difficult. The sooner you accept..." He trails off, choosing his words carefully.

"Accept what?" I snarl.

He shakes his head. "Your cooperation will make things considerably easier, for the both of us."

My chance lies ahead of me, shimmering, beautiful, but delicate.

I allow my body to slacken. "I agree."

Excitement lights up in his eyes.

"I'm tired of fighting."

He smiles. Pinprick crawl up my spine. "You're a rational girl, Miss Legler. I knew, given sufficient time, you would come around to my view." He stands up, goes to ready his tools. "You and I, we are not so different."

I force myself to look him in the eye.

"We are both scientists, and scientists possess overwhelming curiosity."

Not for the first time, I wonder how he knows so much about me.

"I am sure you understand where I am coming from, with my curiosity for the unusual, for the fantastic." After a pause, he adds, "Such as yourself."

My head moves up and down, mechanically. "I understand completely."

He stands over me, toying with the end of his stethoscope. "May I proceed?"

I smile. "Go right ahead."

And, with a force I didn't know I possessed, I lunge for his throat.

I'm not violent.

I swear.

As a child, I refused to squish the spiders I found nested in the corner of my shower, opting to let them outside instead. As a teenager, I've refused to watch violent movies. Never have I punched, kicked, strangled, or bit another human being. Never would I have dreamed of it.

But, in a single second, all that seems to vanish. For all I know, it never existed. All I know that exists is the CRACK! that rings out as I split his chin, the vile taste of his blood against my teeth, and his body on the ground, white coat stained red.

My breaths are deep, uneven, and shaky; his are shallow and rapid. My eyes are wide with horror; his do not open.

I could have killed him.

Killed him.

I fall to my knees.

What the hell is wrong with me?

I tell myself that this is his fault, it's what he did to me.

But is it?

I shake my head. I'm wasting time.

What I did was brutal, yes, but it was necessary.

Inside Harrow's coat pocket is an ID card- a little laminated square about the size of the palm of my hand. And so, I stand up, walk to the door with soundless footsteps. Holding my breath, I quickly slice the card through the slot mounted next to the door's hinges.

With a click, it swings open.

I release the breath, but not too loudly- I'm not out yet. Silence is essential now- I slide over the floor, because to step is to cause what could be too great a disturbance. I move like this, an inch at a time, the pounding of my heart deafening.

Then, voices.

I freeze, flatten myself against the wall, squeeze my eyes shut, just praying that they won't turn the corner. What they're saying is indiscernible- just a senseless ramble- but the fact that it's there is horrid.

After an eternity, the voices fade. I allow my stiff body to relax, and continue sliding along the wall. There's a corner to turn now, and it feeds into what seems to be the main hallway. My teeth grind together. This part will be like taking off a bandaid- painful, but quick.

I wheel around the edge, prepared to sprint into the next empty corridor, breath sucked in, too anxious to breath. My thoughts ring in my head like gargantuan bells: Run, run, run! Don't let anyone see you, or you'll spend the rest of your life as a lab rat. Keep going, keep going, keep-

Shit.

Because I've bumped into someone: A girl, maybe a few years older than me, tall, blonde, staring at me with wide, shocked, maybe even fearful blue eyes. The tag on her coat reads INTERN.

For a second, we do not move, do not speak. I seem ground into place, and so does she. It must be obvious what I am.

I can see it. She knows.

And before I can do anything about it, she reaches behind her and pulls the alarm.

Now, I've taken off. Frantically, I search for a way out, but none appear before me. There are footsteps approaching, growing louder and more rapid.

They're after me.

I've made it to the end of the hallway by now, and hell is there for me at the end:

It's in the form of a wall. A bare wall, save for a single plain, square window, serving as a dead end.

The footsteps cease, and I spin around to see a dozen people, some scientists in white lab jackets, others guards in dark blue uniforms.

"Hands up!" The largest guard shouts. I jolt- is that a gun he's holding?

I suppose this is it, then. I've had my fun, and now I know. I'm their lab rat. I'll remain their lab rat for as long as they want me. They'll do whatever they want with me, and I'll have to put up with that too.

"Hands up!" The guard barks again. He cocks the gun.

He won't shoot, will he? The man with the accent said it- I'm Time and Money to them. Surely, that gives me some sort of immunity- they can't have Time and Money drop dead, can they?

I do not oblige. I stand tall, looking him in the eye. In what seems like slow motion, he pulls the trigger. Behind me, the glass shatters like an explosion of luminous stars. The look in his eyes says it all- that was a warning. Next time, the bullet will end up somewhere else.

I turn to the window. I must be at least twenty stories up- probably closer to thirty. Beneath, cars, buses, and people scramble to and fro, never to guess the horrors happening above them in a thousand years. I think back to the burning, the frigidness, the twisted oblivion.

The decision is made quickly.

I want real oblivion.

Before the guard can prepare another shot, I leap onto the window ledge and slide both my legs over, dangling dangerously in the air.

And then, I allow myself to fall.


	7. Part 1: Peter's Stupid Little Chronicle

**Author's Note: **Tuesday Update! And there _could _be another update coming soon, since it looks like I might be snowed in _again _tomorrow... Seriously, I am DONE with the Midwest. Anyway, please enjoy this chapter! If you review, Peter will bake you cookies! I can't guarantee he won't burn them, and they might be _imaginary _cookies, but still...

* * *

**Peter Parker's Stupid Little Chronicle Better Known As His Life**

**Peter Parker**

When most teenagers oversleep, the only consequence they get is a tardy slip.

When I oversleep, buildings burn down.

The faint murmuring of the police radio I "borrowed" several weeks ago finally wakes me up. "Fire department's on their way to Jack's Deli... Don't know how many are inside..."

"Shit, shit, shit!" I bolt upright in my hammock, but the motion knocks it off balance. I'm promptly deposited on the floor. Cursing the stupid inanimate object, my life, and my innate clumsiness (despite any spider-powers), I pull on my suit and mask. In minutes, I land softly in front of Jack's Deli, which has been reduced to charred wood and smolders.

Chaos has erupted around the ruins. Police futilely try to control men in women in office attire, craning to get a look at the disaster. They draw closer to the smolders, with the horrible fascination people always seem to have around catastrophes. I'm swept in with the crowd. Somehow, everyone is too distracted to notice me. Usually, I would be a big deal. In fact, I can't help but take it as a bit of an affront that I'm not right now.

But my egotistical thoughts are soon drowned out by a deafening crack.

The whole Jack's Deli storefront is falling.

Now, people run back, screaming. Police and firemen frantically herd people away. It's a stampede, everyone running for their lives, self preservation preceding everything else.

I don't have much time to act. I thrust a hand out, shooting a thick strand of web at the wood. Slicing down, I'm able to tether it to the ground. But it's still unstable. It'll need more support. The stampede parts around me, like a river around a rock, as I go about my work. As I'm tying down the last strand, I feel a shove. Looking to my feet, I see that the crowd has knocked someone over in the chaos. And they're not going to stop for him.

A foot lands on his face, smashing his glasses. The shards roll down his face like droplets of water. I let out a shout. "Hey!"

Of course, now everyone turns. And, of course, they stare.

"Excuse me! New York's most wanted vigilante coming through!" I wade through the masses, until I reach the poor guy. When I extend my hand to him, he grasps it, but it's all my effort that gets him onto his feet.

He's middle aged, with several wisps of hair awkwardly and painfully combed over his head. The glasses frames still rest crookedly on his nose. He stares at me, his mouth dropped open, revealing teeth more crooked than the glasses.

"You're Spider-Man," he whispers in awe.

"No. I'm George Clooney". He breaks into a smile, showing a mile-wide gap between his front teeth, the sort of gap a first-grader has. "I'm so sorry that happened," I say, reaching for his briefcase, which has burst open and scattered a snow storm of papers over the ground. Quickly, I gather up the papers, straighten them, and press them back into his arms. His suit is wrinkled, so I smooth it out- and while I'm at it, I straighten the shattered glasses, just for the hell of it.

That's when his label catches my eye.

"OsCorp," I say slowly.

"Uh, yeah," he bobs his head. "I'm an electrical engineering assistant."

An idea sparks in my mind. "Do you have to be anywhere right now?"

"Um, no, I have ten minutes of lunch left, but I-"

"Great! Can we go somewhere... more private?" People are staring, and it's beginning to get on my nerves. Besides, once the police are done with damage control, they'll be after me.

"Um, sure". He shifts uncomfortably.

I don't have time to waste. I hustle him into a back alley, behind a nearby Chinese restaurant.

"So- Max Dillon, right?" I ask, reading his name tag.

"That's right," he nods his head in a series of small jerks. "Should I just call you 'Spider-Man', or-"

"Spider-Man's great," I answer. No need to get too personal. "So. Electrical Engineering. OsCorp. What can you tell me about..." I remove my glove and reach into my sleeve, where I put the device I found last night. "...This?"

Max tilts his glasses frames. "I recognize that," he says after a minute.

"Yeah," I say excitedly. "What can you tell me about it?" Every word he says practically needs to be coaxed out of him, and I want to make this encounter as short as possible. Max Dillon is hardly one of the myriad threats OsCorp has to offer, but I still don't want to get too comfortable.

"It's a weapon," he announces, with an air of revelation.

"You don't say," I mutter. He looks crestfallen, which sends a pang of guilt through me. "No, sorry, go on".

"It's capable of delivering an electric shock powerful enough to knock out a full grown man". He frowns. "But it's still being refined. It's not supposed to be cleared for another two months, at least, and under no circumstances should it leave the lab". Curiously, he looks at me. "How did you get it?"

"It was in my Christmas stocking," I reply quickly. "You didn't make it, did you?"

"Well, yes and no."

"Huh?"

"It was my idea," he explains, "But I'm just an assistant. I made up the blueprints, but the lab head got credit".

"Mm," I say. "Sucks, dude".

He shrugs. "It's fine. I mean, I've never really mattered, never really been important".

You know those ridiculously sad animal abuse commercials, with the puppies with the big eyes and the fragile kittens looking scared? You know how those commercials make you feel completely and totally depressed, and fill you from head to toe with pity?

That how I feel looking at Max Dillon right now.

"Hey, you're important to me," I say. "You just helped me right now, big time. You're my eyes and ears out there". I gesture broadly, in the direction of the OsCorp building.

He looks at me, with the expression a child has after getting the preset they've been wanting for months on their birthday.

"Really?" He whispers.

"Really," I say.

He smiles at me with that goofy smile. Behind him, the back door to the Chinese restaurant opens. Out steps a small girl, carrying a large bag of trash. She stares at me with wide eyes, and doesn't say a word.

"Sorry," I say. "Just taking care of some Spider-Man business. I'll go, now".

With that, I shoot a web up onto a telephone pole, and fling myself into the New York skyline.

When I look down, Max Dillon is still smiling that crooked smile and the girl's face is filled with wonder.

That might just make it all worth it.

Another night, another extended period of pain next to Gwen's window. That's how it goes, in Peter Parker's Stupid Little Chronicle Better Known As His Life. I fall onto the balcony, greeted by closed curtains, as usual. Then, I brace myself for the crying.

But there's none.

I lean forward, puzzled. Maybe she's gone out tonight- that'd be good, sitting around at home wallowing in her misery isn't going to do her any good. She should be happy- or try to be, at least. But, no, even though no lamp light shines through the curtain, she's home, alright. I can hear it. Not sobbing- I wish it were sobbing. What I hear doesn't break my heart, but rather, grinds and smashes it into nonexistence.

Creaks, the sound that an old house makes in unyielding winds. Moans- incessant, pleasured moans. And then, a loud exclamation to a deity-

The voice that utters it is low, husky: a guy's voice.

That's followed by a musical laugh; it's the familiar laugh of smiling stars. There's a loud "Shh!"- "You'll wake them," Gwen says.

Yes, she's waken me- obviously, she doesn't miss me.

Two weeks!

_Two weeks…_

She doesn't remember. She doesn't care. She'll just fuck the next guy that comes along!

This all feels so strange. It's not the pang that I've nearly grown accustomed to. It's more of a cold stiffness, as if I'm setting myself away from her.

But mostly, there's an all-consuming envy, enveloping me like a cocoon.

I can't stay around; I can't take any more of this. I launch from the rooftop, off into the night. With my webs, I sail away, as far away as I possibly can get.

_New York needs a hero, not a heartbroken teenager._

Well, guess what? This is what New York fucking _gets_.

I can give up everything- my family, my girlfriend, my life- to serve, and I just get a fucking slap in the face in return.

I'm not used to this feeling. It's consuming, terrifying, but not unwelcome. Why _shouldn't_ I be angry? Why the fuck do I have to endure this..._shittiness?_

My motions are automatic- I'm thrusting out webs madly, desperately trying to put as much distance between me and her. I'm in the Bronx now, and my vision is nearly red. Is it rage? Is it exhaustion?

Does it even matter?

The red seems to wash over everything. Then, there's the sharp pain of my head hitting solid ground, and the black that follows.

And my last thought:

_I wish I were him. _


	8. Part 1: The Feline Err

**Author's Note: **I think this is my favorite chapter so far, personally! It's pretty much the only thing that's stayed remotely the same between my early drafts and the final draft. Hope you guys enjoy it, and please drop a review if you get the chance!

~Argeiphontes

* * *

**The Feline Err**

**Autumn Legler**

The ground rushes towards me. Good. Let me splatter. Give me the pain. It's worth it. It's worth it, if I can die unfettered.

But, in a long sequence of strange happenings, the strangest happening happens.

Time slows, to the point where it could be wading waist deep in mud. A force overcomes me, dictating my spread-eagle body. I twist in the air, turning over so my feet are pointed at the ground. My muscles relax, but the rest of me tenses, preparing for impact. My extended arms slow my fall. Impulsively, I want to shut my eyes- this will be messy- but instinctively, I keep them open.

When the balls of my feet hit the hard concrete thirty stories below the window from which I jumped, I should be dead.

But I've never been more alive.

I let that sink in.

I'm alive.

It's impossible.

I'm alive.

Have I ever been so shocked?

_I'm alive._

Nothing's hurt, nothing's broken, I'm all in one piece. My laughter rings out, a song of defiance. _Take that! Your stupid guards can't kill me, your scientists can't kill me, even gravity can't kill me!_

And then, I realize.

There are people watching me. As they should be, I suppose. They just watched me survive a fall that should have killed me completely unscathed. The same startled, awed, perplexed expression is cloned on each person's face- men, women, children, grandparents, couples and singles, a family of seven and a family of three. Their eyes seem to bore into me. Heightened senses allow me to see the subtleties of their interest. There are lines to their faces I wouldn't have noticed in a million years before this, a scent of interest that they all carry that I swear I'm not imagining. It's the most maddening thing ever, hitting me like a brick wall, causing me to stagger and sway. I'm dizzy, but my vision's too good for anything to go out of focus. Curious whispers are deafening echos to my ears.

Focus, Autumn. You need to get away!

I've spent fifteen years in this city. It would be a shame if I couldn't navigate it like the palm of my hand. Home is straight east across 57th street, followed by a right onto 2nd Avenue and a left onto 46th. I charge down this route, knowing that it will take me at least twenty minutes to make it there- it's nearly two miles- and I don't have time for that. OsCorp has cars, no doubt. They'll catch up with me in seconds.

It's a stupid choice, since I don't have the stamina, an olympic athlete doesn't have the stamina, but I surge into a full-out sprint.

I wait for my breathing to become labored, for fatigue to seize my muscles with its weakening venom. Ten seconds pass. Twenty. A minute.

It takes me just about that long to realize:

I'm not tired.

Exhaust has no hold on me. I'm continuing at the same speed I started at, and I've just now reached the turn onto 2nd Avenue. A bitter laugh, a laugh of disbelief, escapes my lips. This is weird. I'm not athletic in the least. And now, I'm defying nature? I shake my head. I survived a fall out of a thirtieth story window. This isn't a stretch.

But it's weird, and more than anything else, I want an explanation.

I've made the final turn now, and I hear cars behind me. My breath catches- despite everything, have they caught up with me?- but I release it as the cars go by without slowing.

Is it me, or am I matching their speed?

No matter, the apartment building is right there. 50 yards, 30 yards, 10-

I burst through the door, not even stopping for breath. I don't need it. I charge for the elevator, but change my mind halfway there. It will take too much time. I want to get home. I want my mom. I feel like a small, pathetic child, as dependent on her as I was as an infant, but I want her. I've waited through oblivion for her, after all.

As I go for the stairs, I hear the receptionist raise her voice. "Excuse me? Can I help-?"

I must be quite the sight, but the disgusted, annoyed tone in her voice bothers me nonetheless. I tune her out.

It's ten flights of stairs, but I don't care about that. They come as easily as the run. The best part is, no one ever takes the stairs, so no one sees me. There's no staring, nothing to explain.

Finally, I burst through the door on the tenth floor landing, and sprint that last little stretch to my apartment. The door could lead to heaven; I've never seen anything so beautiful. I stand in front of it, panting, but not from exhaust. No, it's more from anticipation, from nerves. How do I explain this to her? She'll think I'm crazy. And somehow, that seems like a betrayal.

I take a deep breath in, and I knock.

A second later, the door opens. I'm greeted with a creature that might have once been my mother. Shadows hang under her eyes the way they hang in dark alleys. Her lips are dry and cracked, her cheeks hollow. Blonde hair is matted and thin. I can swear she's lost weight.

But her eyes are still bright and warm and loving. Without hesitation, she crushes me in her arms. I can tell she never wants to let go. She puts her head against my shoulder; numbly, I realize that I can each feel bump of her skin against mine. It's irritating, and I want nothing more than to pull away. But it's my mother, who has been worried sick about me for God knows how long. So, I endure it, but dully. Is this what my life will be, now? I can't have physical contact with those I love because it's too uncomfortable?

I wish I'd punched Harrow harder.

After an eternity, she releases me. Her eyes are red, puffy, and wet. The wetness is fresh, I can tell, but the puffiness has obviously been prolonged.

"How long has it been?" I ask, afraid of the answer.

"Three days," she chokes out between sobs. She places her hands on my shoulders, squeezes me as if to reassure herself that I'm actually there, and brings her gaze to my eyes-

She pales. Her lips tremble, her grip on my shoulders slackens. Her eyes are possessed by a horrid, repulsed fascination.

"Mom," I say, but she doesn't respond. "Mom. What's wrong?"

She only shakes her head.

"What's wrong?" A high, hysterical note enters my voice.

She still doesn't reply, only herds me into the apartment and locks the door behind us.

"I'm sorry, Autumn," she whispers. "I should have known. I should have known."

"You knew?" I'm not sure whether to be shocked or outraged.

She only shakes her head again, more vehemently this time. "I called the police ten times. Ten times! They didn't do anything. They didn't put out an Amber Alert, didn't look into it in the least. At some point, they stopped picking up my calls. And when I tried to call the officials- the FBI- they told me to call the police." Now, she's flat out bawling, her whole face soaked with tears.

My blood boils as the perplexion sets in. "It's OsCorp," I say.

She nods. "I know."

"How?"

Her chest heaves. "Your father..."

"What about him?" No reply. "What about my father?"

I've never met him. In fifteen years, my mom has only mentioned him once, and that was in first grade. "Your father was a bad man," she said, staring off into space. "I left him. I hope you never meet him."

"Mom," I say, silently demanding answers. But it's futile. I wait, a minute, two minutes, before realizing this.

So instead, I tell her my story. "They came for me in the middle of the night. Held me at gunpoint. Made me go with them. He knocked me out and I woke up at OsCorp. Harrow was there. He'd been following me all day, mom. I should have told you, but I thought I was being paranoid. He knocked me out with an injection, and I was in pain for a long time after that. Then, I woke up, and it's been so weird. My senses- it's like they're a thousand times better. I beat him up, knocked him out, and escaped by jumping out a thirtieth story window. It's insane, I know it is. But I swear, it happened. And then, I ran back here."

Some cognition seems to return to her blank expression as I tell her this. "Sweetie, bring me a mirror."

The demand catches me off guard. "Huh?"

"A mirror," she repeats, her words hollow.

I oblige. I take a blush compact left out on the counter and bring it to her. When I try to press it into her hands, she refuses it, however. "No," she says gently. "It's for you."

For me.

With a dull feeling, like lead poured down my throat and settled in my stomach, I crack the compact open.

Initially, I'm confused. Nothing about me looks different. Same smooth, cinnamon colored skin, same straight black hair, straight nose, dark lips. Puzzled, I blink.

And then, I see it.

My own dark eyes do not stare back at me. No, the eyes I see are a bright, brilliant yellow, entirely yellow. The whites are gone; the boundary between the whites and the iris seems to have dissipated. But most alarming are the pupils. They aren't remotely round, like they should be. Instead, each pupil consists of a thin, vertical slit.

I blink, rapidly, before looking again, praying I was just imagining it.

But the cat eyes still stare back at me.

I turn to my mother, breathing heavily.

"They did this to me," is all I can say.

Something seems to snap in her. "We have to go," she says, urgently. Suddenly, she's fumbling for her purse. "Don't take anything," the imperative note in her voice rises; she's almost shrill. "I'm calling a cab."

"Where are we going?" I shout after her, as she vanishes into the next room to grab something else.

"As far away as we can," is her reply.

"We can't escape them, mom," the hopelessness sets in. "They're an international company. And he said it. I'm time and money. Lots of it. They're-"

She enters the main room again. Her mouth is set in a straight, expressionless line. "Who said it?"

"A man. He had an Indian accent."

Her eyes flutter shut. She shakes her head, slowly, and her hands clench into fists.

"That asshole," she growls. "That goddamn son-of-a-bitch!"

I blink. I've never seen her remotely like this before. "What? You know him? Who is he?"

But she just continues to shake her head, like she didn't hear me. "Time and money. Just time and money," she laughs bitterly.

"They'll want me back. As far as we know, I'm the world's first human-feline hybrid. I'm important, and they're not just going to let me get away". My breaths increase in speed, to the point where I'm nearly hyperventilating.

She stands up, abruptly. "So you're saying we should just sit here and wait for them to come?"

I open my mouth, speechless for only a moment. "No! Of course not."

She brings me into her arms. "I'm sorry, honey. I'm sorry they did this to you."

I nod. "I know." The tears begin to well in my eyes, too, and they've never stung so badly before.

"I swear-"

But I never get to hear what she has to swear. At that moment, there is a loud banging at the door. Too late, I realize it's being broken down. It falls with a THUD, and is promptly trampled by the horde of guards in OsCorp uniforms that file in. Each carries a menacing machine gun, but that is not nearly as menacing as the tiny silver "O" sewn over each navy blue pocket.

"Step away from the girl!" one barks. He trains his gun on me. Taking a deep breath in, I urge myself to stand tall, not to acquiesce to their prowess. It occurs to me that I'm merely an experiment; I'm not to be afforded the luxury of being addressed like a person. It is only my mother who gets that privilege. She too stands defiantly under their gaze, under their guns. Earlier, she seemed broken, disturbed, but now, she possesses a calm strength that can't be anything but amazing.

"Step away from her, or we'll shoot!" he repeats.

With narrowed, icy blue eyes, she spits a single word. "No."

I grab her wrist. "Mom. No. It's ok. Don't do this."

She doesn't seem to hear me. She shakes off my grip and moves in front of me, shoulders squared.

"You can't have her," she hisses. "You can't have her back!"

My heart pounds furiously. She doesn't understand! I'm valuable to them; they won't hurt me, but they won't hesitate to pull the trigger on her. "Mom. Please!"

I hear him cock the gun. Following the noise, time seems to slow down, into a series of distinct events.

"Stop!" I shout. "Stop!"

But my mother doesn't step away. She only lifts her arms to her sides, forming a flimsy barrier between me and the guards. "Go fuck yourselves!" She shouts. "Go fuck yourselves, you bastards!"

I hear him pull the trigger too late.

Even though I grab her, wrench her out of the way, the bullet still hits the side of her chest.

She crumples in my arms. The blood soaks through her clothes, onto me. It is hot and sticky and smells repulsive; the pang is far more sharp than it should be. Her eyes are dull, her face pale. And her words are quiet; I doubt I would have been able to make them out before.

"I love you," she whispers. "Be good."

And the light in her eyes dulls forever.

I want nothing more than to crumple beside her body, to sob for the rest of eternity. But I can only mourn for a split second, because what she did was deliberate, and it had a purpose. I drop her body, sprint for the window, and smash right through. Glass shatters around me, ringing musically against the floor. Blood trickles down my now stinging right hand, but I'm too adrenalized to pay attention to it.

Without hesitation, I jump.

The fall is shorter, giving me less time to prepare, but I know what to do this time. The rotation is facile, the position completely natural. Even as the guards' bullets fly by my head, I am not afraid. My impact is unbelievably light, and I waste no time getting away.

I thought I was running fast before, but this speed is completely unfamiliar. However, it is not unwelcome. This is my sprint, now. Before was only a jog. Somehow, maneuvering around pedestrians is second nature, but I don't stay on the main streets for long. After three blocks, I begin to tire, and a small alley exists to my right, tucked between two buildings. It's clear that I can't outrun OsCorp, but just maybe, I can hide.

The alley proves to have a disappointing selection of hiding space, though, but my grief keeps me from wanting to move anymore. So, I take the best I can get. And that happens to be the space between two dumpsters. I'm just tiny enough to squeeze into it. And it's hardly cozy, but who am I to complain?

So, I just bury my face in my hands, and try not to think too much.

But that doesn't stop the tears from coming.


	9. Part 1: A Web of Deception

**Author's Note: **Hey everyone! You'll notice I've relabeled the chapter, with "Part 1". I've decided to split the narrative into three parts, following a three-act structure. It doesn't change any plans for the actual content of the story, only the way it's organized. Hope you like this chapter! I'm just curious: which chapter do you like better, Autumn's or Peter's? Tell me in the comments!

~Argeiphontes

* * *

**A Web of Deception**

**Peter Parker**

I'm awakened by the shrieking siren of a police car. Groaning, I prop myself up on one arm. At first, my surroundings are unfamiliar, until the events of the last night come back to me in a vicious flood. I try not to think about it too much, but the sharp pang of hurt can't be ignored.

I get to my feet, disoriented. The sky is streaked with the dusty colors of pastels; evidently, I've slept through the day. The evening fall wind is furiously cold. I rub my arms for warmth, but encounter a strange bump on my left sleeve. I frown, but then I remember: the weapon from OsCorp.

And that reminds me- I'm supposed to be investigating. I stretch my arms out in front of me, cracking my knuckles. Sleeping on the roof has made me stiff. My initial leap off of the building brings a bout of soreness, but I ignore it as I fling myself back to Manhattan.

By the time I've made it to the OsCorp building, the sun only illuminates a sliver of a half-circle above the horizon, and the lights of the city have taken over its job. I release a long strand of web, spiral through the air, and use it to draw me onto the building. I stick against a window maybe 25, 30 stories up.

Strangely enough, it's dark.

I've never seen the building entirely dark, even at night. But, staring through the window is like looking through an empty void. As eerie and menacing as the building is normally, it's far worse now.

I glance down. The window below mine is completely shattered, oddly. I'm mentally kicking myself for sleeping the entire day. Something happened, something important happened, and I missed it! I make myself a vow: this is my only concern, from now on. Forget Gwen, forget that guy, forget all of my stupid feelings. I am Spider-Man. That's it. I am Spider-Man, and nothing else.

Looking down, I see a group of men in dark blue uniforms file into a large van. Even from this distance, I recognize the uniform as the one the man who attacked me was wearing. As the car begins to drive away, I quickly make up my mind.

It continues down 57th Street in a straight, unperturbed line. My wrists frantically move to keep up. Each strand of webbing can only get me so far. Usually, I'd enjoy the trip, adding in flips and turns when I got the chance. But my sole focus is that navy blue van.

It suddenly makes a sharp turn onto 2nd Avenue. Cursing, I follow, but with difficulty. I have to shoot off to the side and sharply twist around to make the turn after it. Corners are a pain in the ass, at my own pace. At someone else's fast one... they're a bitch.

The car only travels down 2nd Avenue for a short while, before turning onto 46th street. Thankfully, that turn isn't nearly so abrupt- a traffic light prevents that. The van only continues along that street for a short while before stopping next to a tall apartment building. I find a perch on the roof, and watch crouched on it, attentive.

The OsCorp men do not take the front door. I figure that would cause too much commotion- they're all armed. Instead, the take the fire escape- ten stories up. Silently, I wait for them to reach their destination, which happens to be a small apartment with dark windows; either the occupants or asleep, or it's vacant. Once they're all inside, I make my way to the edge of the roof and begin to climb down. The building is about thirty stories tall, so I have to awkwardly shuffle down twenty stories, but then, I'm able to drop onto the side of the fire escape- I can just see them, but they can't see me.

There is a man in a white trench coat giving the guards instructions. I'd guess he's about fifty, but his face looks like it's been weathered by the elements for a thousand years. He seems to radiate his stress off of his skin. "This afternoon, fifteen-year-old Autumn Legler shot and killed her mother in this apartment," the man says. The half dozen guards nod solemnly. "I've been selected to test some cutting-edge forensics technology that I recently developed. And, I'll need some assistance."

Something inside me knots. All murder is bad, don't get me wrong, but I believe that murder of one's own family is the worst kind of murder. Maybe it's because I've lost so much of my own family, I don't know. But it makes me feel sick to my stomach. Part of me wants to track down this girl and make her sorry right this moment, but I fight the impulse and keep watching the OsCorp workers.

"The four of you," the man in the white coat gestures to the guards in the back. "I want you to go looking for her, or for evidence, at least. She jumped out this window-" he gestures to the shattered glass in front of him, "in order to escape. She's unlikely to be dead, as we don't have a body. Until we do, we must assume she's alive. If she is, she probably hasn't gotten too far." The guards nod in response.

Then, they turn to file back down the fire escape.

I have only a split second to flatten myself against the wall so they can't see me. I hold on only by the adhesive tips of my fingers and feet. By some miracle, they do not notice me, and instead run right by. The second they pass, I return to my earlier position.

The man now addresses the two remaining guards. "I understand the two of you were on the force tasked with recapturing her this afternoon." His tone is accusatory. "So, I'm going to ask you once, and I want answers. What the hell happened?"

"The mother got in the way of the girl," one of the guards says. Even though I'm so inclined to loathe them, I can't help but pity them. The one talking seems truly petrified, and the other one looks as if he's about to wither under the man's gaze.

"So you shot her?" The guard's superior snarls. "Do either of you have any idea what a fucking mess this is? The media is going to be all over this!"

"We had no choice, sir," the other guard nearly whispers.

"No choice?" The man is livid. "She's a fifteen year old girl!"

As the scene unfolds, I can watch only with disbelief.

"Her mother," the guard reiterates. "She was in the way!"

"You couldn't have torn her away without a weapon?"

"But then we'd have to deal with the girl," he points out.

"A fifteen year old? You're afraid of a fifteen year old?" Now, I wonder if the man in the white coat is completely sane. From the edge in his voice and the cloudiness in his eyes, he seems to be quite the opposite.

"Look what she did to you!" The first guard boldly gestures to the man's nose, which, for the first time, I notice is covered in a bandage.

"There were a dozen of you!"

"Who knows what you did to her?" he steadily holds his gaze. "I don't know what goes on in those labs. Hell, I don't want to know, and I sure as hell don't want to ever find out. Especially not the hard way."

"At least we got her scared," the other says. "When we find her, she's not going to fight us."

The man in the trench coat screws up his face, as if there's something he wants to say, but is contemplating whether to say it. The expression quickly passes. "Fine," he spits. "It's not like there's anything I can do about it now." He turns and walks further into the apartment. "But, we have to act fast, before the police show up. The woman's already in the body bag. Any evidence- anything with blood or fresh DNA on it- is to be destroyed upon return to the laboratory."

The men follow him, and I have to push myself up slightly to keep them in view. The three stuff various objects into pure white anticontaminent bags. This goes on for maybe ten minutes. Then, they turn to leave. As they walk towards the fire escape, the man drops an object onto the floor. It makes a loud CLUNK. Only then do I realize what it is.

A gun.

"Already marked with her fingerprints," he says.

They continue to approach the fire escape.

With a cold feeling, I drop back into the night.


	10. Part 1: In the Wake of Devastation

**Author's Note: **Hi everyone! Saturday updates are now Friday updates, because it's more convenient for me. Thank you, to all of you who have followed, favorited, or reviewed! I'm still curious to know: which POV do you like better? I'm tweaking the plan for Part 2, and no matter what I do, you will be hearing more from one character than the other. I would like to take public opinion into consideration, although the decision is ultimately mine, obviously. If there's going to be an odd number of chapters, who should end up with more, Autumn or Peter?

Without further ado, here's the update!

~Argeiphontes

* * *

**The Wake of Devastation**

**Autumn Legler**

Tears can only last so long. Soon, my eyes seem to dry out, leaving nothing but desperate thirst and gnawing hunger. When did I last eat, anyway? Not since the night before I was kidnapped, I suppose. I have no choice. I have to leave my hiding spot.

At first, I move slowly, crouched, ready to dive for cover at the first sign of danger. However, I quickly establish that the alley is complete vacant. I relax, but only a bit.

I know this part of the city fairly well. On nights when I couldn't sleep, I'd run out and grab a coffee from Starbucks, or just sit on a bench and watch the city at night. To my right should be my Starbucks. To the left of that, a McDonalds.

Normally, I wouldn't get within fifty yards of that place. However, being so fastidious isn't an option anymore. Quietly, I slip from the alley, into the few shadows of the bustling street. It's necessary to stick to the back of the crowd, to keep my gaze downcast, to not draw any attention to myself whatsoever.

It works. No one gives me a second glance.

I end up plastering myself against the back wall of the building, right by the dumpster. The scent of the food makes me feel dizzy; my hunger consumes all of my thoughts. I can see the food being prepared through the drive through window. Inhaling, I close my eyes. I just need to wait until the worker takes a break, just a little while.

I wait an eternity, it seems. After a thousand years have passed, and business seems to have considerably lightened up, the worker leaves.

That is when I swoop in. I do so gracefully: the drive through window has been left open, and I'm slender enough to slide right through. It doesn't take me long to claim my prize. I snatch the first big mac I see, and leave the same way I entered.

The worker will never miss a single big mac, I am sure, but that doesn't ease my paranoia. I surge through the back allies, rivaling cars with my speed. The burst does not last more than a few blocks, so I soon collapse against the side of a building, my chest heaving. I do not remember being so tired before, but perhaps, my hunger had not caught up with me then.

With fumbling, fatigued fingers, I unwrap the burger. It is still warm, the bun soft and the cheese molten. The texture of the bun is grainier than I would have ever noticed before, yes, but somehow, I find that appealing. I take in the scent with uneven gasps. Who knew fast food could smell so divine?

I am so famished that I consume the entire thing in a single minute. And then, I sit, numbed by an iciness that I cannot fathom.

My mother.

Only a few hours ago, she was alive. Frantic, panicked, worried sick for me- but as vivacious as the planet as a whole.

A single moment, and all that was shattered, like a careless child knocking over a prized vase.

The tears threaten to come again, but I swallow them down. I've cried too much in recent hours. Weakness will not save me; strength will.

I glance up. The New York City nighttime sky, cloaked in smog and penetrated by urban lights, bears no stars. Never has, never will. As much as I love my hometown, I hate that: as an aspiring physicist, the stars instill a sort of reverence in me. I try to see them, anyway. I close my eyes, picturing Orion to the South, the Big Dipper to the North, and the trillions of other scintillating lights that are obscured. To them, I state my unspoken, unformed prayer for my mother. Raw emotion speaks louder than any words I could utter; distant balls of gas listen more attentively than any deity ever would.

Footsteps tumble into my serenity, breaking it into mere fragments. My blood surges, my eyes snap open, and I jolt into a state of hyper-awareness. The smell hits me with the ponderance of an elephant: chemicals and medicine and metal and blood.

Evasion consumes my mind. Half a dozen OsCorp guards are approaching, and rapidly. I can smell each of them distinctly.

I stumble to my feet.

This is it. It's over. Less than 24 hours, and they've found me.

I shake my head, just a little.

Not unless I decide so.

Crouching, I tense the muscles of my legs.

The clicking of the gun's magazines echoes behind me.

I explode upwards. The second the tips of my feet hit the rooftop, I take off running. A quick glance behind reveals that the guards have not reached the rooftop. Yet.

My feet curl against the building's edge. My arms flail in a desperate attempt for balance. Panic grips me with its iron talons. My breath knots in my windpipe.

All the while, the sound of feet pounding against the metal fire escape grows louder.

I find balance.

I am separated from the next building by a gap of fifteen feet. It is a few feet higher, too.

Again, I crouch, for power's sake.

And I leap.

I seem to defy gravity. I sail upward and out. I am only vaguely aware of the guards' curses behind me. My arms extend. My feet hit.

And I absorb the shock in a crouch.

Checking behind, I lower myself, defensively. They've already gone down the building; they'll anticipate me somewhere else, no doubt. I can't hide any more. I need to outrun them.

A billboard hangs at jumping distance, advertising a play. The post I need to grab is thin, but I have no better options.

I launch myself without thinking too much.

I am tensed. I am prepared.

But I find my hands closing around empty air.

My plummet is immediate. When I fell earlier, it was deliberate. I had time to prepare my landing. This is too sudden. My instincts elude me.

I am falling.

Part of me protests. I'm not willing to die. Part of me resigns. Living's been a lot of trouble as of late, and at least I'll see my mother.

Then.

An odd sensation in my fingertips- a slight twitch.

And I'm dangling from the metal that makes the framework of the billboard. I glance up.

I'm literally holding on by the tips of my fingers.

No.

Not fingertips.

Claws. Sharp, silver, thorn-like claws.

I have a million questions, but I swallow them back. I hoist myself up with upper body strength, using the claws as anchors, and manage to set my feet on a metal beam. It takes some effort to withdraw my claws from the beam they're embedded in. I'm amazed that they're strong enough to hold my body weight.

An idea hits me, the brilliance of it like a sharp and surprising gust of wind.

I look back. The guards seem to be arguing with each other, perhaps deliberating over the best way to catch me.

If this fails, I have time to regroup.

The billboard hangs maybe ten feet over my head. I lower myself, find my balance, and jump. My outstretched, claws strike the soft posterboard and sink in easily.

My feet dangle; my heart pounds.

They do this in movies all the time, I tell myself.

I withdraw my right hand, move it higher than the other, and sink the claws back into the board. It's like climbing a rock wall with two knives, using one as a hold while moving the other, Before tonight, I would have found the idea laughable. Now, it is perfectly executable.

It takes me less than half a minute to scale the entire thing, using only my claws.

The top edge of the billboard is perhaps three inches wide.

I bite my lip and inhale sharply through my nose. Desperately, I try not to look down, even though I no longer have any reason to fear heights.

Carefully, I reach out with a single foot, testing my weight.

The billboard holds.

Holding my breath, reaching my arms out for balance, I begin to walk across it.

I trip on flat ground on a regular basis.

But, as I complete this horrific tightrope act, I don't do so much as sway. I glance back. The guards are catching up, but slowly.

I smile, just a little.

I can't have that.

I begin to sprint.

My feet strike where they should, nowhere else. As a result, even the slightest falter evades me. At the end of the billboard, I push through my legs and sail through the air, flipping once. The landing is gracefully fluid, and I keep running.

It becomes an instinct; I navigate rooftops, wires, poles, and thin air with ease. I do not hesitate, I do not fear. There is only the rush of wind in my ears, the exhilarating pounding of adrenaline through my veins. I am not a creature of the ground; I am the sovereign of the sky. Each leap, each flip, is only natural.

It becomes apparent to me, somewhere in a triple somersault over the Upper East Side, that I'm no longer human.

I'm something better.

I unsheathe my claws and brace to stick into the wall of a building. They embed and I release, dropping into the alley below.

I'm a cat, I think as I fall.

But the second my feet touch the ground, my euphoria is knocked out of me.

My various problems begin to pellet me. Each is a sharp little pebble, an irritation, and each sinks a little deeper into my skin.

I'm homeless.

I'm in the middle of Harlem with nowhere to go.

I have no money.

I have no family.

Fuck, I don't have anything.

I don't even have my humanity anymore.

That one probably hits me the hardest. It makes me want to double over, right then and there.

And I never got to finish my burger.

I sink against the side of the building.

A long breath escapes me.

But, I shake my head.

I'm tired of feeling tired for myself. Why should I? I never did before. No matter how much work I had to do, no matter how much stress I was under, I dealt with it. "Suck it up," I'd tell myself.

Yes, things are different now. Yes, there is no way I can compare my schoolwork to my past three days.

So, I turn myself to ice, to stone. I am solid, I will not be swayed.

I look up, into the city smog.

And I think:

I was flying up there.

And:

If I can fly, I can manage this, and whatever this entails.

Then:

You know who else flies?

I answer myself:

Spider-Man. He flies. At least, he swings around, high up.

I'm a little like Spider-Man.

It clicks, then and there.

No one's caught Spider-Man yet, because they don't know who he is. He is shrouded by his mask. By wearing it, he is everybody, yet he is nobody. He is the most famous person in the city, but he is invisible.

I don't need fame, but I need invisibility.

I need to be the cat, not the human. Humans on the street are a tragedy. Cats on the street are merely part of the scenery.

I need resources.

I need to survive.

I need a mask.


	11. Part 1: False Reality

**Author's Note: **Tuesday update! It's a bit of a short chapter, but it's a necessary one. In a very helpful and detailed review, Lahiwe pointed out to me that Autumn doesn't have much backstory, which I can see now that it's been brought to my attention. I had _pages _written about the character in prewriting, but I sort of overlooked it with the stress of writing the story. So, I've gone back and added more backstory in chapters 8 and 10. It might be worth it to take a look...

As always, please enjoy the chapter, and thank you for your follows, favorites, and reviews!

~Argeiphontes

* * *

**False Reality**

**Peter Parker**

I do not feel particularly kindly towards The Daily Bugle. More often than not, their headlines slander my masked counterpart, declare him a menace to the city. The editor-in-chief, J. Jonah Jameson, has a particularly heartwarming loathing for Spider-Man. Not a week passes where he writes at least one unflattering editorial denouncing me. If I ever come face-to-face with the man, I'll have some very choice words for him. Not to mention some rather embarrassing editorials destroying his credibility.

Despite all those hard feelings, I now find myself with a copy in my hands.

Today, the headline reads: Woman Shot in Midtown Apartment; Fifteen-Year-Old Daughter Suspect.

Beneath the headline is a portrait of the aforementioned girl, her lips set in a straight line.

According to the caption, her name is Autumn Legler.

Cold shock spreads over me.

It seems that the Bugle is set in its tradition of falsifications.

I swallow down my outrage and begin to read the article.

_On November 16th, fifteen-year-old Autumn Legler was reported missing. Two days later, neighbors reported a gunshot heard from her apartment on the tenth floor of the Belmont building. Police investigation revealed that her mother, Dr. Mira Legler, had been killed by a bullet wound to her chest. The girl is still missing._

If OsCorp can't find her, these guys don't have a hope in hell of doing so.

_A gun containing the younger Legler's fingerprints was found at the scene. "We are all but certain that the woman's daughter is culpable," an anonymous member of the NYPD stated._

Lies, lies, lies! I saw the man in the trench coat plant the gun. I saw the OsCorp security guard fess up to killing the mother. Autumn Legler is not responsible!

_The window of the apartment building was found shattered, suggesting that Dr. Legler's killer jumped and fell ten stories. "Such a long fall is nearly certain to kill a human being," said the NYPD's head of forensics, Dr. Leigh Mason. "If the killer did indeed leap from the window after shooting Dr. Legler, it should be only a matter of time before a body is found." So far, a body has not been recovered._

Here, I hesitate.

She should a pancake. _I_ probably couldn't survive that fall.

But that security guard said... what was it? They_ did_ something to her.

_A. Legler, a student at Midtown Science High, appears to be well regarded by her peers and teachers. "I can't believe it," one student remarked, shaking her head. "She was always so friendly. Quiet, though." One of the girl's teachers, Mr. George Thompson, shared a similar reaction. "Miss Legler?" He stared off into space, seemingly shocked. "She's one of my most hardworking, respectful students. To think..." When asked if Legler displayed any signs of mental instability, he replied, "She was often withdrawn, didn't have many friends. She was competitive, too, especially academically. She was hard on herself."_

_As of the moment, Legler's motive remains unknown. The mother and daughter appeared to have been on good terms. Marcus Strong, NYPD's Chief of Police, has announced a reward for any information regarding the whereabouts of Miss Legler or relating to the case. "If we aren't certain she's dead, then we have to assume she's alive," he said in a conference. "And, as of the moment, she is the leading suspect in the murder of her mother."_

I drop the paper, hands shaking.

Without a second glance, I head back to the abandoned gym.

Sometimes, when the weather's not too crappy, I sit on the roof of the gym and think. Today, the wind bites, but not too badly. My suit provides some protection from the elements, anyway.

My handheld radio is tuned into the police channel. Usually, I get a bunch of shit: officers talking about their kids, their pets, their cars, other assorted crap. Today, however, I get a show. Everyone's on high alert over the Legler case. Any shred of a tip is followed to the end. Forget leaving stones unturned, each pebble is ground into a fine pulp as to not miss a speck of evidence.

This makes my job all the more difficult.

"A shop in Harlem reported a burglary," someone says over the radio. The words are spelled out between heavy static.

"How much was taken?" Another replies.

A chuckle. "Twenty and a pair of leggings."

"The murder case is the priority. We're not wasting men on a... misplacement," the other guy snorts.

"They won't stop whining."

"If it makes them feel better, ask other stores in the area to report suspicions. We don't have time for this crap," the tone is final.

The line is relatively quiet for the next few minutes.

I allow my thoughts to wander. The facts are fragmented, and now, I try to glue them together. The guards said that the girl was in the OsCorp labs, for whatever reason. They seemed afraid of her, of something they did to her.

I nod. Ok. Not too complicated.

She disappeared four days ago.

I frown. This is where things begin to get confusing.

She was at OsCorp, somehow. Three days later, she was either released or escaped and went back home.

OsCorp sent security guards to bring her back. Then, they somehow killed the girl's mother and the girl jumped out a window, survived, and got away. Now, she's being framed for the murder.

So many unknowns, but one thing is certain:

Autumn Legler is innocent, and I'm the only one who knows.

"I checked in on those stores," the voice on the radio says as I swing over the Upper East Side.

"Yeah?" The voice is gruff, distracted.

"A few of them reported some more missing stuff- a piece of clothing here and there, a little bit of cash, maybe some food. Oh, and a cat mask," he elaborates.

"A cat mask?" comes the snort on the other end. "You've gotta be kidding me."

"Nope, the halloween store uptown is losing its shit over a cat mask from the clearance bin."

"It's paranoia. You suggest there's a thief about, they start to notice their lousy storekeeping. Leave it. Focus on the case."

"But all the clothing's black, and it's all the same size, and-"

"Leave it."

"Yes, sir." A burst of static, and the radio falls silent.

In a triple spiral over 70th Street, it occurs to me:

What would I do, if I resorted to petty theft to survive?

I would take just enough to slide under the radar and still make off with what I needed.

This is a stretch, but I consider it, anyway.

Why would I resort to that?

If I were on the run, and I didn't have the time nor the resources to get stuff any other way.

I pick up my pace.

If the police get to Autumn Legler first, she'll be convicted of murder. If OsCorp gets to her first... who knows what they want with her?

From what I've seen from OsCorp's experimentation on human subjects, it's pretty horrific.

She had better pray I find her first.


	12. Part 1: The Black Cat

**Author's Note:** Thanks for your support, everyone! Part 1 is drawing to a close over the next few chapters, and I'm really excited for what comes next!

* * *

**The Black Cat**

**Autumn Legler**

I allow myself to melt into the shadows of the wall. Sharply, I inhale, and smell that I am alone. From my pocket, I remove black lace, and slide it over my head.

I catch the gaze of my reflection in a nearby store window. I cannot help it- I smile.

This is so utterly ridiculous.

I shake my head.

Ridiculous, but in its own sense, necessary.

Letting out a breath, I turn the corner. Barnes and Nobles Booksellers looms over me.

Nerves clench my stomach.

Breaking and entering hasn't proven to be an issue for me. Nor has the actual stealing. But those were smaller- little shops, rudimentary security, easy heists. This is a national chain, and likely to be well protected.

I shift my gaze upwards. There is a small ledge, maybe twenty feet above. Over that, a window. Not much, but enough.

Pushing through the balls of my feet, I explode upward. I land on the ledge gently, soundlessly.

The window isn't locked, but it is sealed tightly shut. I unsheathe the claws of my right hand and slice through the rubber binding. Once freed, it opens easily.

Silently, I drop into the cookbook aisle. The store is obviously deserted at night, but I refuse to take any risks. Stealth is imperative.

I have visited this store many times. I know that the textbooks are in the back left corner, so that is where I head.

The room is unilluminated, hopefully impairing the function of any surveillance cameras.

With a start, I realize that my own vision is unaffected by the dark.

The sensation is odd- I can note the lack of light, but I can see as if it were midday. However, the city streets shine twenty four hours a day, rendering this skill nearly useless.

But not quite.

There is a single shelf of textbooks, and I kneel next to it. Unfortunately, they are arranged by author, not by subject matter.

I skim the titles. European History, Conversational Italian, Asian Art...

My fingers linger at a thick volume entitled The Mathematics of Parallel Universes.

I'm too tempted. I place it in my bag.

Finally, I find something promising: Recombinant DNA, 3rd Edition.

I am starving for answers. Just holding the book satisfies me.

Covertly, I slip it into the bag over my shoulder, and exit the store the way I entered. I worry that somehow, even my window escape could trigger the alarm, but my concerns are for naught.

I drop back into the streets and take off in a sprint. The darkness cloaks me as I run through the back alleys. My only goal is distance between myself and my heist; I've been completely mobile, assuming OsCorp will have more difficulty finding me if I constantly change my location, so I have no home to return to.

After a while, I must cross one of the busier streets of the neighborhood. The crossing light is far too mundane for me, now. I simply dash across the street.

Out of the corner of my eye, red and blue lights flash rapidly.

My blood freezes.

I've tried to ignore the paper headlines. I'm too infuriated to stay rational about that situation. Perhaps, cynics are not joking when they say that the newspapers are going to shit.

That does not change the slightly problematic fact that the police are after me, for the murder of my own mother.

I keep running, expecting pursuit at any moment.

But the police car keeps along its path.

I dart into a particularly narrow alley, collapse against a wall, and sigh in relief.

That's when I hear the scream.

It pierces the air, shattering the peaceful nighttime city hum. Echoing it is a low chorus of laughter.

I press against the wall and move silently, one with the shadows. Tensing my muscles, preparing to strike, I look around the corner.

In the adjacent alley, a young girl cowers before three large, older men. One is covered entirely in colorful tattoos, another is pierced nearly all the way through with various rings, and the last must be close to seven feet tall.

My stomach wrenches. She can't be older than twelve.

The inked one rips at her shirt. She flinches out of the way, to which the tallest man smacks her.

She's not screaming now; she's sobbing. The scent of her blood stings my nostrils.

Indignation fills every ounce of my being.

To maximize my chances of survival, I should run.

I can't bring myself to do that.

Instead, I steel my nerves and emerge from the shadows.

"Leave her alone boys," I snarl. My voice has an unfamiliar, raspy, almost seductive quality that surprises me. "Leave her alone, and no one gets hurt."

They turn to face me, their startle etched on their faces.

Each man has at least a foot on me and is more than twice my weight.

My stomach wrenches.

This is insanity.

They stare down at their challenger, all five feet, lean muscles, and narrow bones of her.

Deeply, stupidly, they begin to laugh.

My cheeks burn. I suppose I'm not the most intimidating figure to be met in a dark alley.

As far as they know.

"Stay outta this, sweetheart," the tallest grunts.

My blood pounds in my ears; this is suicide.

In an attempt to hide the fear surging through me, I smile. "I'm afraid I can't."

He flicks open a switchblade, reinforcing his threat.

I fake a full, ringing bout of laughter. "Oh, I wouldn't do that, if I were you."

Naturally, he charges.

With ease, I leap into the air, sail over his head, and land reclined against the alley wall. "Too slow," I purr.

When I glance around, I find that the girl has fled, and my diversion tactic has succeeded. Nonetheless, my blood boils; I must finish this.

The three men stare at me, shocked, bewildered, perhaps even frightened.

"Who are you?" one asks stupidly.

I've avoided pondering this question; the answer has evaded me, and there is nothing I hate more than puzzles without answers.

But now the answer is tangible. It comes to me, matter made from nothing, a perfect creation.

I raise my slit-pupiled gaze, assuring that they see.

"I am the Black Cat," I say, and Autumn Legler leaves me, turning on her heel and running the other way.

Now, all three attack me at once. I catch the pierced man's fist as it flies for my face. Painfully, I twist it, and he screams in agony.

Gracefully, I spin around and slam my leg into the tattooed man's chest. He responds with a blow that grazes sharply my jaw. I flip over, land on my hands, and push off into his chest. With a loud OOF!, he falls, and I roll out of the way.

He appears to be out of commission, but the others remain steady on their feet. I dodge under the arm of one and thrust invisibly fast punches into the other. As many of his blows that I artfully avoid, many more I take. My cheeks smart, and my chest feels tender. Yet, adrenaline allows me to keep going.

The tallest man approaches from behind. Too late, I turn to strike him. The force of his blow knocks my teeth together, causes the world to go fuzzy around the edges. I grip his arm, pull downwards, and flip him over me. He hits the ground with a heavy THUD.

That leaves only one assailant left. He is more circumspect in combat than the others. Knowing that I only need a quick grip to eliminate my opponents, he avoids hitting me where I can easily grab him. He rams his knee into my ribs, knocking the breath out of me. For a split second, I linger, desperately trying to recover air. That split second is more than enough, for him. The blows seem to bombard my entirety, resonating painfully. It seems the world is tinted red.

Gasping, I fall to my knees.

The pierced man leers over me, his grin wicked.

That is what snaps my instincts perfectly into place.

With propulsion from my arms, I flip backward, twisting 360 degrees. I land on a single foot, and use the momentum to swing my other leg straight into his jaw. The cracking of bone rings out, grotesque to hear.

Sheathing my claws, I lean over him, baring my teeth. "That's what you get, you pig!" He only moans weakly in response.

I bask in the glory for a moment. I have done good in the world, in this cruel, unpredictable life. Yes, my bones ache, my skin is stained with bruises, but none of that matters.

Fire erupts in my side.

Screaming, agonized, I whip around, only to face the tallest man. His white knuckles curl around a blood-covered blade.

I feel my claws leave my fingertips and sink into his shoulders. A shocked yelp leaves him, echoing my own screams. Hot blood trickles down my fingers, uncomfortably warm to the touch. Despite his attempts to shake me off, I cling on, clenching my teeth. Kicking off the ground, I launch my knees into him, wrench my claws from his flesh, and flip over his head.

He collapses, and my weary body dares to do the same. My chest heaves, and my left side, where he stabbed me, throbs now that the rush of battle is ebbing.

But such an event will draw the attention of the police. Perhaps, OsCorp is still monitoring the streets for sign of their escaped experiment.

First, I need to address the wound. I remove my jacket, crumple it into a ball, and press it to my side in a feeble attempt to stop the gush of blood. When I try to inspect it more closely, I feel only a dense, sticky mess and see only a pit of red.

With the threat of pursuit looming overhead, I need to get out of the area. Grimacing, I begin to walk, each step a struggle. I've become accustomed to extraordinary speed as of late, which has born the negative effect of impatience.

I stumble for blocks, the pain distorting my vision, spinning the world from the inside out. Numbly, the streets pass, masses of shadows and terrors. I am weak now, and if assaulted, I will surely succumb easily.

It seems my life has become a twisted, endless cycle of hiding and running. Oddly enough, that's what I did as a child. I played "hide and seek" with my mother on a regular basis. She never found me, as I could hide in the most narrow, obscure, secluded places. On the playground, during recess, I would run. Tag was a staple of childhood. I would evade the tagger artfully, far ahead of the bunch. I was always elated to be so out of reach, but at the same, I was isolated. I ran in their game, but they never caught up. Sure, it was the same game, but I played on a different plane of existence.

I suppose, that's how school was for me, too. I was so academically far beyond that I barely interacted with other people my age, and when I did, I found them vapid and unstimulating. Talent isolated me. I had few friends, and deservingly so. All I could do was run ahead, and hide when it benefitted me to stay under the radar, out of the eye of the crowd. Run and hide. Hide and run.

When my leaden legs begin to protest, to refuse to carry me a millimeter further, I return to the "hiding" stage. I crawl into the narrow space between two dumpsters; apparently, dumpsters are feasible shelter.

Unfortunately, there is now nothing to distract me from the agony. It crashes over me, a black, foaming wave, entering through my nostrils and lips, flooding into my lungs.

Consciousness begins to slip through the tips of my fingers. Night sets in upon the night.

Dimly, I acknowledge this. Oblivion. Oblivion again. Damn it, I hate oblivion.

Just as the midnight sun begins to set, light burst from above.

I unsheathe my claws and tense my muscles, anticipating attack.

Someone is moving the dumpster.


	13. Part 1: Crossing Paths

**Author's Note: **Sorry this update is so late! I had a really, really big English assignment due this week, and I couldn't work on my FanFiction at all. In the future, I'll try to let you guys know in advance! Also, this chapter was REALLY long. It's one of my favorites, so far, though! Hope you enjoy it!

**Crossing Paths**

**Peter Parker**

I hate scavenger hunts.

One of my only memories of my father involves a scavenger hunt. I was four years old, maybe, but that didn't mollify his demands on me. We were playing "hide and seek", but my father never just hid. No, he left a trail of bedcrumbs for me, linked in a way that only made sense to his brilliant mind. For example, a sock would tell me to look in his drawer, only to find another trinket, a button, a bar of soap, or the like. Such clues could go on for hours, until I either figured the puzzle out or randomly happened upon him. More often than not, I won the game through the latter option, much to my father's disappointment.

Once, I found the last clue. It was a little, frail-legged, dessicated spider in a jar. Knowing only that my father studied spiders, I went to his office, elated to have done something right.

But horror awaited me.

The office was torn apart, furniture overturned, papers scattered.

I suppose I remember it so vividly because that was the night my parents left.

That's what tonight has been, anyhow: a scavenger hunt. At about 11:30, my police radio went off. "Jesus!"

"What?" Came the annoyed reply.

Someone just ran right in front of my car! I nearly ran them over, couldn't see a thing. They were wearing all black."

"Gonna pursue them for traffic violation?"

"No. They're gone. Damn, they moved fast."

"Could you make out anything else? How old? Male? Female?"

"Female, I think. Hard to tell. She was wearing a cat mask."

...A cat mask?

I decide to drop by.

Obviously, both the police car and the mysterious runner are gone by the time I arrive.

Then, the putrid scent of blood hits my nostrils.

Tracking used to be difficult for me. I would lose people, scents, trails, just because I didn't bother to pay attention to the nuances. Now, I know how to filter for scents, instinctually follow markers I cannot see.

I leap into the air, shoot a web onto a pole above, and begin to soar over the street. As I swing, I make sure not to gain too much distance from the ground, as to not lose the scent.

The night wind whips around me, chilling, but I am too intently focused to notice. After several blocks, the smell becomes more potent, and I pinpoint a location. It's a small nook, the corner of a dark alley.

Silently, I release my strand of web and allow myself to fall.

The second I hit the ground, I jump.

An inch to my right, a guy lies across the ground, breathing shallowly, unconscious. Had I landed just a hair over, I would have smashed his face in.

I bend to his side, inspecting him. It looks like someone threw him into a hoard of wet, angry cats- his skin is shredded as thoroughly as old records.

I try to imagine what weapon could even damage someone in such a way. Nothing comes to mind. Really, "Wet, angry cats" is sounding like a pretty good explanation.

I get up, and with a start, I realize that the man is not alone.

There are two other bodies, both alive, but motionless. Each seems to have taken a good beating, but neither is as battered as the first man.

All three of the men are large, daunting figures- gang members, maybe?

I exhale, exasperated.

"They tried to rape me," a quiet voice whispers from behind.

I turn. The voice belongs to a small girl, maybe in her middle school years. She trembles from head to toe.

"Oh," I say. "Oh my God. Are you ok?"

She nods weakly, and I'm really not sure how to proceed. I've never had to deal with a rape before, fortunately. It's one of the most loathsome crimes, period And the girl is so little, so fragile, so innocent… it's heartbreaking.

"I'm sorry," I stammer. "That's really, really horrible. I'm sorry. I wish I'd known, I'd have knocked them into last year…though it looks like they got pretty messed up, somehow."

"The Black Cat," she says.

I frown. "Hmm?"

"She distracted them, and I was able to run- I still watched, I just couldn't...leave…" she shudders. "She leaped over their heads, slashed into them, even though she couldn't have been half of their size… she saved me."

Cats seem to be a theme tonight.

"Who was she?" I ask.

The girl shrugs. "Dunno. She wore all black, and she had a black cat mask. She only called herself that. 'The Black Cat'."

The pieces are falling into their distinctly-shaped places; the line connecting the dots is thickening.

"Where'd she go?" I blurt out, unable to contain my excitement.

A worried look crosses her face. "Um, I wanted to thank her after, but one of them… stabbed her, and she just dragged herself away afterwards."

I feel my blood freeze over.

"Is she ok?" I hear myself say, but the words sound distant.

The girl sighs. "I hope so, but there was a lot of blood."

I make up my mind, then and there. "I'm going to try to find her, in case she's really hurt. But, are you ok, and is there anything I can do for you?"

She shakes her head, a miniscule motion.

"Is there a parent, anyone you can contact, anywhere you can go?"

After a brief hesitation, she stutters, "Uh, yeah, b-but…"

"But?"

"I'm afraid," she whimpers. "I'm afraid they'll be mad."

I swear I can hear my heart crack.

"That's crazy. They'll be worried, and glad you're safe. Just like I am," I bend down and give her shoulders a reassuring squeeze. "You were really brave tonight. I'm sorry that you had to deal with something so horrible. But you were really, really brave."

Despite the forlorn look etched into her face, she smiles. "Thanks. Thank you, Spider-Man."

"Is your house nearby?" I ask.

She nods. "Right down the block."

"Do you want me to walk you home?"

She shakes her head. "I'm ok."

"You sure?"

"Sure." With that, she sprints away. I watch her, as her form shrinks in the distance, stops before a building, and enters. I let out a breath of relief and begin to walk away.

And I step in something sticky.

I glance down, and my insides knot.

Blood. A large, viscous pool of it.

I make a face. I can just about feel it through the thin material of my suit.

Nasty.

I'm about to throw my hands up and swing away when I realize that's not the only puddle of blood.

There's a trail, actually. Faint red drops trickle down the street, smeared over the sidewalk, oozing through the sewer grates.

My heart begins to race.

Aunt May always said curiosity would be my downfall- so be it.

There are no gaps in the gruesome trail, although it begins to thin after several blocks.

Finally, it ends in another alley, at the base of a dumpster.

There, it goes cold.

It's perplexing, as well as frustrating. I clench my hands into fists. I'm getting really damn sick of these futile exercises in "superheroing".

Suddenly, a jolt racks through me.

There's a sensation, only palpable if I don't think too hard about it. Feminine. Injured. Weakened.

...Feline?

My brow knits together, and I inhale.

My heart skips a beat. There's someone behind the dumpster!

Without much effort, I shove it to the side.

Only a millisecond before it happens does my blood begin to rush with anticipation.

She moves so quickly, I barely see her lunge for my throat.

Surprise catches me off guard. The girl weaves around me, graceful, lithe, combative. Her blows strike me quickly, stingingly, and I'm left with the sensation of lying on a bed of thorns.

Suddenly, the mens' injuries make a lot more sense.

My response is delayed by only a split second. I shoot a thick strand of webbing at her, but she simply slices it in half. I shoot faster, more furiously, sure that I can overwhelm her. With each flick of my wrist, I take another step towards her, and she backs up, until I have her cornered against a wall.

She claws at my eyes, unrelenting. But without room for her to evade me, I easily manage to pin her to the wall with two sticky wads of bio-silk.

Only now can I see the way she painful places her weight on one leg, the way her chest frantically heaves. Her black shirt is soaked all the way through with blood, and it's unclear if the blood is old, or if she's still bleeding.

I've only known that I've needed to find her; now that I've found her, I don't know what to say.

So, I say the first thing that comes to mind. "Um, nice weather we're having, uh, right?"

I can swear she's glaring at me through the cat mask.

I blink.

Just to make sure I've got it right, I blink again.

And again.

Her eyes are pure, bright, glowing yellow- no whites. Instead of normal, human, round pupils, her's are vertical slits, like a cat's.

I'm certain, now: I have the right girl.

"Autumn," I say.

She does not answer.

"Autumn."

She averts her gaze.

"Look, I'm not going to hurt you. I want to help you."

"I don't need help," she mutters, but her pain is evident in each word she speaks.

"Yes, you do. You're bleeding enough to feed the entire cast of Twilight."

She shifts her gaze back to me, her cat-eyes filled with newfound vitriol. "I swear to God, if you hand me over to the cops, or bring me an inch closer to OsCorp, I will not hesitate to kill you."

I lift my hands up. "Have fun with that, in your condition."

"I'm not joking," she hisses.

"I don't think you are. But I'm not going to give you to the police. They think you killed your mother."

"I didn't!," she grumbles. Internally, I wince.

"I know. And I'm sure as hell not bringing you to OsCorp. They hurt you, somehow, I know that."

Tilting her head to the side, she takes one long, good look at me.

And she burst out laughing.

"They hurt me," she gasps. "Well, it seems you know everything about me, Spider-Man. OsCorp hurt me, just a little bit, nothing too bad."

Beneath my mask, my cheeks burn. Nothing in that Daily Bugle article could prepare me for...this.

"No, I'm not trying to undermine what they did to you! I know they killed your mother, I know they did something to you, and I can only begin to imagine how horrific it was." I take a breath in. "Please, Autumn, I just want to help."

Her shoulders slacken, just a marginal amount. "Why?" She whispers, almost inaudibly.

I crouch down, to be level with her. "Because that's what I do. I'm your friendly neighborhood Spider-Man, and I help people if and when they need help."

A shallow breath leaves her chest. "How do I know I can trust you?"

I frown. "Well, um, I'm a good guy, I guess."

"You're wearing a mask."

"So are you," I point out.

Just a hint of a smile spreads across her lips. "Well, I suppose we both have something to hide."

Only now can I detect the note of trepidation in her voice.

"Maybe." I look her over again. She stands not much over five feet tall, and is constructed of the same narrow bones and lean muscles that make up an olympic gymnast. Really, her ability to hold her own in a fight is astonishing.

But then again, genetic tampering will do that for you.

"If I remove the webs," I begin cautiously, "do you swear you won't attack me again?"

Bitterly, she chuckles. "I'm not sure I'll be able to stand up straight."

"And you're accepting my help?" I confirm.

She rolls her eyes. "You're not giving me much of a choice, Spidey."

I rip away the webs and immediately reach out to support her. She doesn't look so good- despite her warm, tan skin tone, she's deathly pale.

Then, I hesitate.

I haven't really gotten this far in my planning. I knew I had to find her, yes. However, I never decided what I was going to do with her when I did find her. I can't drop her off at a hospital- she's the most wanted girl in the city.

There's only one option.

"I need you to hold on to me as tight as you can," I order.

Her expression is incredulous. "What?"

I raise an eyebrow, although she can't see. "Well, you don't want to fall off in the middle of the air, do you? It's going to be a wild ride."

With effort, she manages to get a good grip around my shoulders. Her weight does not bother me; she's the size of a professional gymnast, and I can lift cars, if the need arises.

Once she steadies herself, I launch through the balls of my feet, thrust a web into the air, and take off into the night sky. I take care to avoid embellishments, any flips or turns or dives that could throw her off.

Somewhere over Harlem, I realize: Autumn's laughing.

The wind funnels around us, cold, harsh. I can see the gym in the horizon, and by shortening my webs, I lower myself, bracing for a gentle landing.

By the time I reach the gym's rooftop, I only need to drop ten feet or so.

Another issue awaits me, a slap to my face.

The hole I've been entering and exiting through is only large enough for one person. There is no way for the both of us to slide through.

"I'm going to get you down," I announce.

Crouching, I allow her to slide off of my back. For a split second, Autumn manages to stand, unsteadily, before collapsing to her knees.

I bite my lip.

"I'm going to go through the hole first," I explain.

"I can't land that fall," she gasps, her words hoarse. "Not like this. I can't stand."

I shake my head. "No. Uh, if you can slide to the edge of the hole and allow yourself just to fall, I'll, um, catch you."

The words sound flimsy to my own ears. She snorts.

"Got a better plan?" I retort.

She sighs. "Unfortunately, no."

"Thought so." With that, I jump into the darkness. My feet strike the ground, hard.

"Are you sure about this?" her skeptical voice calls from above.

I nod, reaching out with my arms. "I'm ready when you are."

"Count of three," she says waveringly. "One."

I hear her inhale sharply.

"Two."

Can spiders smell fear?

"Three."

She plummets, faster than I anticipated. Internally, I flinch. But my arms are unwavering, iron rods. Heavily, she falls into them. The heat of her body burns through my spandex suit- she must have a very high fever. Infection may have already set in to her wound.

"Ok?" I ask.

"Ok," she breathes.

I bring her over to the hammock and set her down. Her chest heaves, her lungs laboring for even the thinnest of air. Her lips part, and an agonized moan escapes them.

I reach out and carefully remove her mask. She has no identity to hide from me anymore. She allows me to do this without protest- her energy is rapidly draining.

Once I make sure she is comfortable on the hammock, I prepare myself to address the actual wound. "I'm going to need to take a look at it, Autumn."

She groans in reply.

My face begins to grow hot, and I clear my throat. "Um, do you think you can, uh, you know, um… remove your shirt? Uh, if you, um can't, er, I mean…"

She opens one eye, and fixes me in her glowing gaze. "Excuse me?"

"I can cut it off," I finish.

Her other eye opens. "Let me see." She begins to sit up, but her face contorts in pain, and she falls back to the hammock. "No, you better cut it."

I nod, stiffly. "Right. Yeah."

It's a good thing she can't see my face. It's probably as red as my mask. I roll my eyes at myself. Grow up, Peter.

I dig my first-aid kit out from the corner where I've been keeping my supplies. I grab a water bottle as well.

Before I return to the hammock's side, I decide to remove my mask. Doing so feels strange- no one has seen my actual face in weeks. Has it really gotten to the point where I am naked unmasked?

Slowly, I let out a breath. If I've seen Autumn's face, she deserves to see mine.

By the time I return to her, she appears to be out cold. I'm not going to be able to avoid disturbing her, but I try to be as gentle as possible. I unzip her hoodie and ball it up under her head as a makeshift pillow. Then, I take a pair of medical scissors from the first-aid kit to cut away the shirt.

To avoid moving her body, I cut it straight down the middle. The material is thin and cheap- it will be easily replaced.

I am somewhat embarrassed to admit, I have never seen a girl shirtless, not counting that one incident in the subway. That statistic includes Gwen. I am, unfortunately, an anomaly among seventeen-year-old boys. So, now that I have removed Autumn's shirt, I try to be quick to avert my gaze.

Yet, I find myself unable to.

Goddamnit, Peter, you don't even know her!

After a struggle, I tear my gaze away from her chest and steel my nerves to examine the wound. I remember when Gwen did this for me, after I was shot in the leg. She smiled, concealed any and all apprehension she had. "Alright, bug boy, let's see what mess you got yourself into this time." She walked me through the steps of handling more severe wounds that my own enhanced healing factor wouldn't handle. I don't remember the pain on that day. I only long to relive that moment, any moment by her side.

I begin by cleaning out the wound with the bottled water. Autumn's breaths quicken, but she does not seem particularly aggravated.

Hydrogen peroxide follows.

"This is going to sting," I warn her.

Her response is nonverbal, only a grunt.

My hand trembles as I pour the liquid.

The second the first drop hits the torn flesh, her eyes flick open, her claws slide out, and she releases an agonized scream. I grip her hand, silently urging her to overcome the pain. Heavily, she pants, and eventually, the pain subsides enough for me to continue.

Now, I can see more clearly. The cut is about an inch deep, which is worrisome, as Gwen told me that anything deeper than a quarter-inch is serious. The skin around it has turned a violent shade somewhere between violet and navy. There appears to be no new blood flow.

I set about threading the needle, since she'll need stitches. This is the most difficult part, for me. The hole is so small, as is the thread. Yet, urgency presses me on, and I get the thread through on the third try.

Before I begin to sew the wound up, I press a painkiller tablet into Autumn's mouth. WIth some of the water from the bottle, she manages to swallow it.

I inhale, steadying my hands.

The painkiller isn't enough to eliminate all the pain. Her agony is evident as I work. She convulses, and in vain, I attempt to hold her still. To complete each stitch is a battle, and, in the end, she requires twelve of them. There is something eerie about the way I drag the needle through the skin, pulling it together. I've done this to myself, on several occasions. I couldn't explain the source of my injuries to a doctor, and I couldn't see Gwen. Yet, I am still inexperienced, but I take pride in my work on Autumn. It looks like my best yet, if I say so myself.

As soon as I have finished bandaging up her side, she falls into a deep sleep. I drape one of my sweatshirts over her, the best substitute I have for a blanket. Only a small twitch of her body acknowledges my gesture. I doubt fireworks would wake her.

There is only one hammock, so I curl up in the wrestling mats. While it is not the most comfortable sleeping arrangement, I am so exhausted that I do not linger on my displeasure.

As I drift off, it occurs to me that it feels good, not to be alone.


	14. Part 1: First Encounter

**Author's Note:** Sorry it's been awhile! I had another busy week of schoolwork, and a wedding/ college tour in another state. As a result, I fell behind on my writing. I'd like to thank all of you who have reviewed, followed, or favorited in that time! All the science writing in this chapter is my own research and wording, so nothing is plagiarized. I'd recommend looking into recombinant DNA, it's really interesting! The creation of a real-life Spider-Man may not be too far off! Another reason why the chapter took so long: I had to figure out how much science to put without getting too technical. Anyway, hope you enjoy!

** First Encounter**

** Autumn Legler**

At the corners of my eyes, light shimmers painfully against the dark that surrounds me. Against my own volition, I am dragged from my sleep, into the world of the waking.

Strangely, there is not much difference between the two. This place, too, is entirely black, except for a single column of light, where dust particles scintillate. It seems that this has become a common occurrence: I awake, unsure of my surroundings.

Then, I remember- the inhuman figure, my pathetic attempt at fighting. I remember flying through the night, as even I cannot on my own, only to face the crippling fear of falling through the hole, knowing that I would not be able to catch myself if Spider-Man failed.

I frown. After that, the images blur into a single composite, an object of red flashes of pain, the dark, the worried eyes of a boy not much older than myself, somehow vaguely familiar. Chills run down my spine as I think of the agony. My hand travels to my side, trembling. I trace the wound, gently, bracing myself for the shockwaves of pain.

It is oddly numb.

Perplexed, I draw myself up to a sitting position. My jacket is draped over my body, providing little coverage from the chill in the room. I toss it to the side and frown.

My shirt is missing.

Dimly, I recall the boy's stammering, something about taking it off. I glance to the side and notice the black shreds littering the floor.

Sharply, I inhale, preparing myself to examine my wound, expecting horrors.

I cast my gaze downwards.

And I let the breath out.

Miraculously, the surrounding skin is only a pale shade of lavender. The wound has been knitted back together and sealed with a tight bandage. The blood has been cleared. It's not as if I were stabbed so recently; the wound appears weeks along in the healing process.

Loud, heavy breathing rings out, startling me. I realize: Someone is snoring.

My muscles tense apprehensively, and I survey the room. I pinpoint the noise quickly. The boy is sprawled across a rolled-up mat in the back of the room, asleep.

Suddenly, my cheeks begin to burn.

He took off my shirt. A stranger. A male stranger.

I'm rather ashamed to admit that once, in the seventh grade, I kissed a boy in a game of spin-the-bottle. And that's it. No one else. No tongue. No boobs. Certainly not sex. Nothing. Unfortunately, I have- had- a reputation. I was a "good girl".

So they said.

I'm not sure I qualify as a girl anymore, with my DNA as it is now. Girls are decidedly human. To put it lightly, I am undecidedly human.

I shake my head, slowly.

The heat will not leave my cheeks, though.

I'm a bit… flat, after all.

But, what's done is done. He's seen what he's seen.

I resolve to move on, sliding my jacket on and zipping it to the neck.

Rather considerately, the boy- Spider-Man?- left my bag by the side of the hammock. I reach inside it, feel around, and pull out the textbook. They tell young children not to read in the dark.

I tell them to go screw themselves. Night-vision takes care of that issue, which is not scientifically proven to be an issue, anyhow. Of course one will think they're going blind, since they can't see words on a page in a dark room.

The introductory chapter only covers the basics of biology, so I skip it, since I took a basic class last year.

I skim until I find something that catches my attention.

"A vector, the molecule that will serve as the carrier of the new DNA, is selected. Common vectors include plasmids, or bacterial DNA molecules, and viral vectors, including bacteriophages, adenoviruses, and retroviruses. Both the vector and the selected piece of DNA are cut open with restriction enzymes. Each piece will end up with opposite "sticky ends" which are then sealed together with DNA ligase. Plasmids can be inserted back into bacteria, which then reproduce and create copies of the new genome. Viral vectors can similarly infect organisms with the new genome, although it is limited to RNA and therefore transduction processes-"

"Whatcha reading?" a voice says over my shoulder.

I turn to face the boy. His hair is messy from sleeping, and dark circles bruise the area beneath his eyes, evidence of many sleepless nights.

"A biology book," I say shortly. I learned long ago that most people are turned off by pursuits that are considered too intellectual for the general public. I've taken care to hide such parts of me, to remain quiet and invisible.

He sits beside me on the hammock. "Really? I, uh, I'm a biologist myself, sort of," he stumbles. "Can I see?"

Somewhat reluctantly, I move the book between us.

"Recombinant DNA," he muses.

I see the realization spread across his face.

"Is that what happened to you?" he asks, gently.

I shrug, letting out a frustrated breath. "No idea. I mean, they knocked me out-"

"Who?" he interrupts, brow furrowed.

"OsCorp. The scientists. I'm sorry," I frown. "I should have started from the beginning. I was kidnapped at gunpoint, knocked out, and brought to OsCorp. The scientist, Dr. Harrow, prepared surgical instruments-" I freeze. "No, maybe not surgical instruments as much as syringes, now that I think about it… I thought they surgically altered me, but now…"

"You think they changed your genome," he finishes.

I nod. "Yes. That's why I…"

I don't finish the sentence. Somehow, I feel that Spider-Man does not look too kindly upon thieves.

He doesn't press me. I do not speak for a long time, and neither does he.

Finally, I break the uncomfortable silence. "How did you know?"

He frowns. "Know what?"

"That I was… me," I say. That I was innocent. That I was wounded."

He shrugs. "Ah, I don't know, I mean, uh…"

I roll my eyes. "Seriously- what should I call you?" Calling him "Spider-Man" does not feel right when he doesn't wear the mask.

"Peter," he says quickly.

"Well, how did you know, Peter?" I make eye contact in an attempt to pressure him into a coherent response.

He quickly averts his gaze. "Well, I mean… I saw the OsCorp people at your apartment- accidentally, of course," he cuts in. I restrain myself from screaming. Damn it, dude, just spit it out! "And they… they were planting evidence against you. They said you had escaped. And then the paper was blaming you- I figured you needed help."

"Ok," I nod slowly. "Reasonable."

He looks familiar, somehow, the way his brow creases, the way he appears so uncomfortable in his own skin, as if he would disappear, if he could…

"Is your wound alright?" He asks.

"Better," I reply. "Much better. You did a good job."

"More likely, you have an enhanced healing factor. That's what I have," he explains.

I give him a quizzical look.

"I mean, it's my hypothesis- I'm not, er, entirely human, either, I suppose." He smiles lopsidedly.

"Did OsCorp do to you, you know, the same thing they did to me?" I lean forward, intrigued.

He shakes his head. "Nope. I was, um, bitten by a spider."

I can't help it. I burst into laughter.

"What's so funny?" He says, his hurt evident.

"Yes, and I tripped over a radioactive cat," I snort. "Really."

His face is flushed. "No, it was a genetically modified spider. In an OsCorp laboratory. Um, I snuck in, once, and it bit me."

"And you started crawling up walls. Wow." I say dryly.

"I've looked into it," he protests. "It's possible, with recombinant genetics. The replication of a plasmid won't do a human any good- unless the DNA is inserted straight into the nucleus of the cell. And adenoviruses are in the same family as the common cold. They would create a huge immune response, and you'd be dead."

I scowl. "So you're telling me that we're impossible."

He grins. "Unlikely, but not impossible. The retroviruses are the only possible vector. They have RNA, instead of DNA, and they reverse-transcribe it into DNA in the host cell. Then, it follows its own instructions and transcribes the DNA into RNA to make proteins and continue the cycle."

I mull the idea over in my mind. "That could work. So, the virus infects a few cells, and it spreads, the feline- or arachnid- DNA along with it. But could it really infect every cell?"

Peter shrugs. "Who knows? Maybe they have ways of catalyzing the process. Maybe, if it strikes the body in enough cells at once, it will reproduce quickly. There are types of retroviruses, called lentiviruses, that infect non-reproducing cells. And when all the cells are infected, perhaps it's coded to stop at some point, and to let natural mitosis take over, replicating the infected cells with the infected DNA."

"Interesting," I comment, for that is all there is to say. "Do- did you want to go into biology, before all...this?"

He replies, "Maybe. Uh, I mean, my father was a biologist. But I liked photography, too. Maybe I would have done that instead."

That's when it clicks for me.

"You went to Midtown Science High," I whisper.

I remember him, standing at the back of crowds, photographing the most unremarkable aspects of daily life. They always turned out beautifully, though. Had he wanted to be a professional photographer, he could have succeeded. He was quiet, he was smart, I suppose he was lonely, friendless- but I never approached him. I was introverted too, and I wouldn't have spoken to an older boy in a thousand years.

And to think of what's brought us together.

Peter's frowns. "Yeah. Uh, how'd you know?"

"I went there, too. I was in A.P Calculus with you."

"Oh, yeah, you were the only Sophomore, the youngest student," he says, nodding. "I never talked you, I don't think."

"Never," I agree.

Another lull in the conversation follows.

"Um," I say. "I should get going."

An unreadable expression washes over his face.

"No, not yet," he protests. "You're still injured!"

"Barely."

"You were stabbed, Autumn!"

"It's scarring over."

"For fuck's sake, twelve hours ago, I thought you were going to die."

"And why do you care?" The scathing words slice right into him.

"Because-" Peter hesitates.

I unsteadily get to my feet and sling my bag over my shoulder. "Thought so. I'm a liability. See you around, perhaps."

I begin to walk away, only faintly aware of the fact that I'm not really sure how to get out through the hole in the roof.

"Because we have a common enemy!"

I turn.

"OsCorp," he elaborates. "They found my identity, tracked me down, and left a note on my bedroom window, threatening to hurt my family if I didn't give myself up. So I ran. And now, uh, I don't really want to face them on my own"

Dropping the bag, I sigh. "Well, you're right about that. And it's not like I've got anywhere else to go."

He smiles, faintly. "Neither do I."

I return his smile. "Let's find out what's in the next chapter of that book."


	15. Part 1: Shenanigans

**Author's Note: **I'm back to regular updates! Only about three chapters left in Part 1! Did anyone see the Amazing Spider-Man and Avenger clips in the Academy Awards' hero tribute? They played James Horner's beautiful Amazing Spider-Man score too!

Ahem.

Well, enjoy the chapter.

**Shenanigans**

**Peter Parker**

"Are you sure you're alright to do this?" I ask for the thousandth time.

Autumn rolls her eyes. "Damn it, Peter, you sound like an old grandma!"

Two days have passed since I pulled her from the streets. Her wound has healed at an alarmingly fast rate, similar to the rate at which my own injuries heal. I still feel obligated to resume crime fighting, as well as my OsCorp investigation, so I offered to let her come with me. She quickly accepted, probably out of boredom.

"I just don't want you to open the wound up again," I protest weakly.

"The stitches fell out yesterday. I'm fine," she grumbles.

I pull my mask over my face. "Well, then we're wasting time."

I scale the rafters to a height where I can launch myself through the hole in the roof. Autumn follows my lead. I was rather surprised the first time I saw her climb. She uses her claws as a pair of climbing picks, matching my speed with ease.

Once we're on the roof, we survey the surrounding cityscape.

"Do you see anything at all odd?" I ask her.

She makes a face. "No, but I don't see much of anything."

"Right. We need to get higher up."

I shoot a web onto the side of a neighboring skyscraper, and take off. From the corner of my eye, I see Autumn run and leap the gap between the buildings. She sticks into the building's side, and begins to climb. When I reach the top, I only have to wait for her for several seconds.

The air is always colder higher up, and the wind always stings just a bit more. I never like to stand too close to the roof's edge, in case a gust were to knock me over. It's a fear left over from a previous life.

Autumn has no such qualms. The tips of her small feet linger over the edge.

"Is that a robbery down there?" She squints, pointing to a street below.

I nod. "Looks like it."

She smirks. "Well, let's fix that."

With that, she dives off of the building, head first.

My breath catches in my throat, in which my pounding heart is lodged. I can only watch in horror as her shadow slices through the night air, arms outstretched, before she disappears, my view of her obstructed by another building.

Idiot! I scream silently. Why would you do something so goddamn stupid? With a flick of my wrist, I shoot a web downward, and safely glide after her. I can't catch her; it's too late. I brace myself for the body.

But who am I kidding?

It's my fault, I keep telling myself. I took her out, and she wasn't ready. Maybe she didn't jump, maybe she fell. I put her in danger. I endangered her, only two days after I saved her! It's my fault, all my fault. Because that's what I do: I hurt people, just by trying to help them, protect them. This is why my relationship with Gwen was doomed. This is why I can't have a girlfriend, why I can't have a family, why I can't have any-fucking-thing except myself!

The bombardment of thoughts becomes more rapid, and the guilt consumes me. My fault, my fault.

My feet hit the ground softly, and I sprint towards the alley that Autumn would have fallen into. The shadows play strange tricks on my vision; I see her body in each corner, each bump.

And then, I hear the words ring out, raspy and incisive: "You fucking asshole. An old lady. Really? I thought they only did that in bad superhero cartoons."

I stare in amazement. There is one offender, and Autumn has him pinned to the wall with her claws, despite being a fraction of his size .

He sputters, "Who are you?"

She smiles, bearing her sharpened teeth. "Funny. You'd think word would get around. I'm the Black Cat. And-"

At that moment, I step into view. Autumn turns her head to face me. "There you are. Where-" she stops herself, not wanting to divulge information.

"Step aside. I'll tie him up," I say, my words more curt than I perhaps intended. A couple of strands of silk is all it takes. As I'm gagging him, police sirens begin to echo in the streets behind us.

Autumn wheels around to face me, her eyes filled with panic. We take off at the same time, fleeing before capture is even a possibility. With ease, we navigate a construct of poles and metal along the side of a building. I grab one pole, flip to the next, and pull myself to the top with my body weight. Autumn appears to be slightly more acrobatic, balancing on the top of vertical strips and launching herself upwards.

We collapse on the top of the building, where we are safely out of reach.

Autumn doubles over in a fit of laughter.

"What's so funny?" I demand.

"Nothing," she gasps. "That was so insane."

"What the hell did you dive off the top of a building for? I thought you were dead!" The harshness of my own words surprises me.

She just rolls her eyes. "Don't you know, Peter? A cat always lands on its feet."

"You're not a cat!"

Her slit-pupils bore into mine. "Then tell me," she says softly, dangerously, "What am I?"

"You're a fifteen-year-old girl, and you scared the shit out of me," I say in a final tone.

She unsheathes the claws of one hand and waves them dangerously close to my face. I flinch. "Normal girls don't have this, Peter." She points at her eye. "They don't look like this."

"But-"

She cuts me off. "What's your problem? I've landed further falls, you know. That's the thing. I'm not normal."

I let out a long breath. "Look, um, I'm sorry. I was just, uh, scared-"

"How do you think I felt?" She retracts her claws and clutches her hands into fists. "I looked around, and you were gone! I didn't know what I was supposed to do, and they were seconds away from beating the shit out of that old lady…"

"Is she ok?" Suddenly, the night's purpose returns to me. "He didn't hurt her, did he?"

Autumn shakes her head. "Thankfully, no. She dropped her purse," she pulls a pastel pink handbag from her shoulder, "and then she ran off. Rather impressive, really. I've never seen someone over the age of eighty move so quickly."

I scrutinize the purse. "Any identification?"

She makes a face. "Mostly sucking candies. The butterscotch were good."

"Autumn!"

"But there was an identification tag," she finishes

"So you have an address?"

She nods. "It's close: 284 West 62nd Street. Let's go."

We take off, leaping gaps between buildings. I mostly swing, but Autumn simply sails through the air with the grace of a professional ballerina.

"You know," she starts as I swing over her head.

"Hm?" I respond as the streets fly by.

"This 'partner' thing was your idea. If it's going to work, you're going to have to trust me a little more. If I choose to jump off of a building, trust that I know my own limits." She flips over a pole and launches herself onto the next building.

"Look, I'm sorry about earlier, ok?" I say sheepishly, switching web strands.

We reach the building and drop onto the roof.

"Ok," she nods curtly, passing me the bag.

"What are you giving it to me for?" I ask.

"I think I scared the poor woman," she casts her gaze downwards.

"Uh, what?" Is my clumsy response.

She gives me a humorless look. "I threatened to 'mince' the bastards. I think she may have been running from me, not them. Besides, you're a familiar face. No one fears you."

"Thanks," I say dryly, before going to the edge of the building and dropping onto the balcony.

Several pots of wilting flowers shudder in the night wind on the balcony. I knock on the sliding glass door.

I hear the old woman's feet shuffle unsteadily towards me. She pushes the door open with some effort and freezes.

"Oh," she says. "Oh."

A twinge of guilt strikes me, for waking her up at such an ungodly hour. "Uh, I think you dropped this," I say, passing her the purse.

She nods. "Well, I suppose I did. Thank you, uh, Spider-Man."

"No problem," I say, preparing to climb back to Autumn.

"That girl in the alley," she starts. "There was a girl in the alley who stopped that crook. You wouldn't happen to know her, would you?"

It strikes me: she reminds me of Aunt May. Sure, this old woman easily has fifteen years on her, but her face is etched in worry lines, and she radiates maternal warmth. In that sense, the resemblance is uncanny.

"Uh," I snap myself from my thoughts. "Yeah, uh, the Black Cat. My, um, partner."

"I see," the corner of her mouth twitches upwards. 'Feisty one, isn't she?"

For some reason, my cheeks heat up. "Um," I say clumsily, and the woman chortles softly.

"Mm hm, she sure was something else. And I couldn't tell with the mask, but I'll bet she's pretty. She's a keeper, Spider-Man, and you better not let her get away."

I stutter stupidly for a few seconds, and clear my throat. "Um, no, it's not like that," I weakly protest. "It's more like a business arrangement."

She raises her eyebrows. "Is that so?" Sighing, she adds, "Well, that's a shame. My apologies, I'm a sucker for young love. Take care, Spider-Man."

"You too," I say, flummoxed, before scaling the wall back to the roof.

"What took so long?" Autumn asks the second my feet hit the roof.

I try to conceal my embarrassment. "You know old ladies," I say dismissively. "Chatterboxes."

That's how I would describe Aunt May: chatterbox.

"Any hard feelings?" she asks.

I shake my head.

"Good," she says, and promptly leaps off of the building.

I sigh.


	16. Part 1: The Walls Crumble

**Author's Note: **Last I checked, "Acatalepsy" has exceeded 30 Follows and 20 Favorites! Thank you for your support! After this chapter, only two more until Part 2!

Some of my development of Autumn in this chapter is influenced by my own experience as a girl interested in the sciences. It can be a challenge!

Enjoy!

**The Walls Crumble**

**Autumn Legler**

The darkness in the abandoned gym is thick even during the day, a pit of mud too difficult for most to wade through. Most. Not me. While I register the darkness, it does not hinder my vision. Peter, on the other hand, has woven an intricate web of silk around the room that he can follow by touch. There is a single rafter below the hole in the ceiling where enough light seeps through so that he can read. Over the past week, it has become a habit for me to read there alongside him, even though it benefits me in no way.

It is five in the evening, a time that Peter and have taken to using for sleep. I quickly picked up his nocturnal habits, especially after I picked up his line of work. While he likely in deep slumber on his mat (he refused all my attempts to relinquish possession of the hammock), I sit on the rafter and read the physics book I picked up along with the recombinant DNA book.

The chapter I read provides little new information, only distraction. I have found that lying awake, unoccupied, only allows recent events to haunt me. I see my mother as she collapses, again and again and again, and there is nothing I can do to shake the image except for to not see it in the first place.

"What's that?" Peter's voice says from behind, startling me. I nearly drop the book.

"Nothing," I say quickly, slamming it shut.

His face contorts into a strange expression. "Um, that doesn't looking like 'nothing'."

"It's a book." My words come out far too harshly, even to my own ears.

"Thanks, Autumn." He shakes his head. "I don't get it."

"What?"

"You were the one that was talking about 'trust' earlier." He chuckles bitterly. "Yet I've never met someone so, well, closed."

"I am not 'closed'!" I protest, outrage bubbling to the surface. "I-"

"We've been working together a week, right?"

I nod, a dull feeling spreading over me.

He continues. "It keeps going like this. You just keep on, you know, brushing off questions that deal with anything other than, uh, business."

"Well, what do you want to know?" I decide I don't care how scathing my words sound. "I'll tell you all my hopes and dreams, if-"

"Autumn," he says sharply. "I'm serious."

I feel my shoulders sag. "Fine. Then what do you want?"

"I want the walls to come down," he says simply. "You said it. We can't hide from each other, if we're going to make this work. Hell, if we're getting anywhere in this OsCorp fight, we need to be a legit team."

He's right, I rationalize. It was my reasoning, after all. But my instinct is to withdraw, to withhold. The more people you trust, the more people will hurt you.

In fourth grade, I liked a boy for the first time, and I couldn't keep my excitement from my friends. Of course, somehow, word got out, and the boy never talked to me again. And sure, that's harmless enough, until middle school, when I looked around: one false step would have others upon you like a pack of rabid dogs. Those closest to you knew the most- they had the most ways to harm you. And of course they would harm you first, before you could beat them to it. It was a sick game, but the rules were simple, and the only way out was not to play at all.

But no matter how hard I tried, I couldn't avoid being sucked into it against my will. It came out one frosty day in seventh grade: I liked science.

Harmless, sure. But I was a girl. I was a girl science-nerd. A death sentence, amongst the hoards of conformity. My memory is stuffed with days sitting alone in the library during lunch, teaching myself math from a book so I could sooner pursue physics. There were sharp bursts of pain whenever I saw friends walking shoulder-to-shoulder in the hallways. The friends I had had before had quickly abandoned me, leaving me to fend for myself in the harsh world of reality. And the occasional scathing remark: "Geek", "Nerd", -or lack thereof that lay in judging looks- was enough to encourage me to retreat into solitude in a futile attempt to avoid the pain again.

I went to Midtown Science High two years later, where I cobbled together a small group of people sharing similar interests. But I never allowed myself to trust again. I spoke minimally, and never of myself.

Now, I force myself to meet Peter's eyes. "It's a physics book," I say, my voice trembling.

He shrugs. "Cool. See, that wasn't so hard, was it?"

And I just start laughing. "You have no idea. No fucking idea."

His expression is puzzled. "What do you mean?"

"I mean," I begin, emphasizing each word, "Being a girl in the sciences can be a living hell, sometimes. I'm not saying I'd exchange it for anything, but it can really, really suck."

"Ah," he nods. "Well, I'm sorry."

I sigh. "It's fine, doesn't matter now, anyway. I'm not sure I'm a technically a girl anymore."

"Huh?" Peter's brow furrows.

"Well, do girls need to be human?" I ask.

His mouth opens, shuts, then opens again. "You mean, you don't consider yourself human?"

Unsheathing my claws, I say, "You mean you do?"

Disbelief is etched into all the cracks of his face. "Well, yeah, uh, sure," he stammers. "Tell me, if we're not human, what are we?"

I ponder that. "Something more, something less," I muse. "What's the difference?"

He is silent for several minutes, and I do not bother to talk.

Then he raises his voice. "Ok, so I got you to talk. Now, it's your turn."

"What?"

"Ask me anything," he gestures broadly with his hands.

"Uh, I don't know," I roll my eyes. "Really, Peter."

"Anything," he reiterates.

"Fine. What's the meaning of life?" I blurt out.

"Forty-two." He gives me a look. "No, something harder."

"Alright." I think briefly. "What's the craziest thing that's ever happened to you?"

His low laughter resonates. "Come on, how do you expect me to pick just one?"

I lean towards him. "I didn't get to pick and choose, Peter. You have to play by the rules, too."

"Fine." He thinks, chewing his lip thoughtfully. After a moment, he asks, "Did I ever tell you about the Lizard?"

I smile. "Nope, but it sounds good."

My enthusiasm is not reciprocated. "Well, I assume you're aware of the biological attack that damaged some parts of Midtown Manhattan a few months back."

Nodding, I say,"Yeah, that's how we ended up with that giant hole in the roof in the English classroom."

Uncomfortably, Peter shifts his weight. "And you may or may not recall that OsCorp scientist who was arrested and will now face trial for 'unethical science' that was in the news at around the same time?"

"Vaguely," I frown. "But what does this have to do with lizards?"

"I'm getting to that," he grumbles. "Stop being so impatient!"

"Then get to the point," I say tersely.

"Uh, well, the scientist, Dr. Curt Connors, was kind of…" I can see Peter searching for words. "Crazy. He was a bit of a lunatic visionary. And, er, he was missing an arm."

Funny; Peter can speak fluidly when he has a story to tell. Perhaps his stammering and stuttering is limited to only the situations that make him uncomfortable. Unfortunately, that must include most situations.

"So Connors… he wanted nothing more than to grow back that arm," he continues, tapping his own right arm. "Naturally, he used lizard DNA. All that 'regeneration' crap." He snorts.

"It's not crap," I say.

The look he gives me is more serious than I've come to expect from him. "It sure as hell isn't. But he miscalculated. And, to make a two-hour-and-sixteen-minute-long story short, Connors turned himself into a giant, humanoid lizard."

My fingertips feel cold.

I blink.

I stare.

I blink.

"You. Have. Got. To. Be. Fucking. Kidding. Me," I choke out.

Peter laughs. "True story, unfortunately."

"You're telling me a second-rate Godzilla destroyed the city?" I shake my head in disbelief. "Wow. Just wow."

"Well, uh, I may have had a hand in that," he says sheepishly. "But, in my defense, I was trying to stop him."

I draw my knees into my chest and wrap my arms around them. "So, what happened?"

A strange look passes over his features, but it quickly dissipates.

"You know, the usual. He went even crazier, tried to turn everyone else in the city into lizards-"

"What?!"

"-But I found an antidote and activated it in time," he finishes.

But his tone isn't final.

"So, was it just this guy- Connors' fault?" I inquire. "Or did OsCorp play a hand in it?"

Peter massages his temples. "Who knows? It appears to be only Connors that was involved, but I wouldn't be surprised if there were other forces at work."

I sigh. "Another mystery, I suppose."

"They keep piling up, don't they?"

A grin spreads across my lips. "That's alright. I like mysteries."

Peter shrugs. "I guess, but not when they fuck with my city."

I rise to my feet and stretch, arching my back like a cat. "Well, that's what we're here for, right?"

"Sure," he says, but his gaze is fixated somewhere in the darkness, and his voice vibrates hollowly.

As I prepare to jump from the rafter, back to my hammock, he stands and turns. "Well, I'm feeling a lot more partnerly. How 'bout you, partner?"

I roll my eyes. "Shut up. We're crime fighters, not cowboys."

In mock defense, he raises his hands. "Geez, sorry, Robin."

"I'd be Batman," I glare at him. "I wear the black spandex. You wear the colorful shit."

"Well," he lowers his voice to a gravelly baritone. "Can you do this, you so-called Batman?"

"Peter."

"Thought so," he rasps, continuing. "I'm the hero Gotham deserves, not the one it needs. And the only thing saving this city from annihilation is…" He places his hand on his hip in an exaggerated stance. "A very convenient plot device."

I stifle a giggle, but maintain my unimpressed air. "Goddamnit."

"You want to know why that works?" He leans in, inches away from my face. I widen my eyes in mock surprise. "Because… I'm Batman!"

"Wrong animal, Spider-Man," I retort dryly. "I'm going to get some more sleep before we go out tonight. Good luck figuring out your identity issue."

With that, I plunge into the quiet comfort of the darkness.


End file.
